SPIDER MAN 4
by KiloWhiskeyOscar
Summary: Following the loss of Harry Osborn, Peter attempts to repair the damage to his personal life cause by the symbiote and reconcile with Mary Jane. At the same time, Spider-Man must intervene when Curt Connors transforms into the ravenous Lizard, and J. Jonah Jameson's attempts to to humiliate the webhead backfire when Mac Gargan, his handpicked "superhero" Scorpion, goes insane.
1. New Lease on Life

Disclaimer: Just to clarify, Spider-Man and all villains and supporting characters are the sole property of Marvel Comics. I hold no claim whatsoever.

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SPIDER-MAN  
4

Chapter I  
New Lease on Life

_A friend once taught me that we always have a choice in life. Proof of that came when he chose to be the best of himself and do what was right, at the cost of his own life. Before that, my Uncle Ben taught me that with great power, there must also come great responsibility. That was another lesson I learned the hard way. Since then, I've devoted myself to doing what was right. If you're wondering who I am, I'll tell you; my name is Peter Parker. If you're wondering who I __really__ am, well, you'll figure it out._

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New York City would seem like any other city, full of traffic jams and the occasional surly New Yorkers running around. One major difference was that crime has been at an all time low, due to the major assistance of a certain wall crawler. Not that the NYPD didn't have their own hands full with the usual batch of petty crooks, which was nothing they can't handle. Other times, the cops run into something they couldn't possibly match, as evident by the squad car flying through the air to the street below. It crash landed onto another parked vehicle, glass shattering and metal bending and twisting. The rather large perpetrator, clad in a gray suit resembling a rhinoceros, continued with his business, tearing apart an armored car like it was a can of sardines. Large sacks littered the floor of the vehicle, to which the giant smiled.

"Easy money," he said in a deep, commanding tone. The giant started grabbing random sacks even as the police officers regrouped. They opened fire on the brute, the bullets getting only his attention but not so much as scratching his hide. The not-so-jolly gray giant tore the bumper off of the armored car and hurled it at the hapless cops, causing them to scatter. "Serves you pansies right; nobody beats the Rhino."

The namesake most certainly stuck, considering the resemblance this Rhino character had to the real animal. Taking the sacks of money in his massive hand, the Rhino made one huge about face in the opposite direction. Then out of nowhere, he was met by two feet flying right into his face. Rhino staggered backward, eventually falling on his backside and causing a small tremor. He sat on the asphalt for a moment, trying to shake his big horned head clear before he snorted in anger and embarrassment.

"Who did that," he demanded. Nobody was around to answer the big brutes' question. "No one makes a fool out of the Rhino."

"Hey, did you escape from the Central Park zoo?" an unseen voice asked. Rhino looked around for the voice and when he took a step, he apparently tripped and fell flat on his face. "Up here, bozo!" Rhino looked toward the nearby lamppost and spotted the familiar red and blue clad figure of Spider-Man.

"If it ain't the little bug himself," gloated Rhino. "I've been waiting to squash you." The giant tore the webbing that tripped him and went after the mocking web slinger.

"Spiders belong to a group of animals called arachnids," Spider-Man mocked toward Rhino. Didn't they teach you that in the zoo?"

Rhino wasn't quite listening, instead grabbing and tearing the lamppost from its place. Spider-Man quickly leaped away, fired a web line and flew at his larger foe. Again, Rhino received two feet in his face, staggering but staying upright. Now growing angrier, Rhino charged full speed at Spider-Man, horned head down. Spider-Man crossed his arms, fired two web lines to a building on either side and tied them together. Once that was done, the web slinger leaped away, just miniscule seconds before Rhino ran in. The brute tripped over the line and fell flat on his face. Spider-Man landed on and stuck to a wall, surmising that this Rhino guy wasn't exactly too bright. Okay, he was a dim bulb.

"What was that about no one making a fool out of you," Spider-Man asked. "I mean, you've pretty much been knocked onto the ground like…three time. Maybe you should try a new profession, Rhino; like knitting."

"Shut your mouth or I'll shut it for you." Rhino shouted.

Now gone from frustrated to borderline pissed off, Rhino attempted to grab Spider-Man but the web slinger was slightly faster. Spider-Man landed behind his much larger foe, holding on to his horn like a rodeo cowboy. Rhino tried to grab his unwanted passenger but couldn't reach him, so he went down on all fours and barreled down the street. Thanks to his adhesive powers, Spider-Man was just barely able to hang on. He tried to steer the Rhino on a safe path, doing his best to avoid hitting any bystanders. The web slinger finally came up with an idea and if Rhino was as ludicrously dumb as he appeared, it might work. Spider-Man steered Rhino into a nearby construction site, where the giant gray brute stopped short and sent the web head flying off of him. Spider-Man landed gracefully on the ground in front of Rhino, who was snorting enraged.

"When I'm done with you, you're gonna be a red and blue stain on my horn." Rhino shouted. He bent over, preparing a charge toward his webbed tormentor. Spider-Man glanced toward his rear and back at Rhino. The giant gray brute charged at Spider-Man.

"Toro, Toro!" Spider-Man announced as he leaped out of Rhino's path. The idiot villain ended up running right into a bed of wet cement, the quick drying kind. As Rhino tried to get free, the mocking voice Spider-Man called out, "You looking a little stuck, big guy. Let me give you a hand."

Rhino turned toward the web slingers' voice and he was met with a giant wrecking ball directly in the face. The impact shattered his horn, all the while sending Rhino careening into the side of a building under construction. Spider-Man landed at the impact zone, where Rhino was utterly knocked out. He could hear the sirens of squad cars approaching from down the street, so the web head wrapped up Rhino in a massive blanket of webbing. As soon as the police arrived at the scene, all they found was Rhino wrapped up for them like a very, very large Christmas gift.

One of the officers was Capt. George Stacy, who spotted Spider-Man swinging away. The Capt. could only smile.

Some few blocks away, Peter Parker emerge from an alleyway, holding his camera and newest photos within. Peter opened the device, pulled out the film cartridge and thought to himself, _Jameson's going to love this!_

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"It's horrendous; it sucks; it's all crap," said J. Jonah Jameson, Editor in Chief of the Daily Bugle. Those derogatory comments were of course, his usual opinion of Peter's photos of Spider-Man. "Robbie, run that photo. Here's the headline; RHINO RAMPAGES, SPIDER-MAN CHICKENS OUT!"

Peter Parker, who was standing at Jameson desk, asked him, "Are you kidding? What'd you have against Spider-Man, Mr. Jameson? He's one of the good guys."

"The good guys in this town are the NYPD," Jameson snapped. "And even some of them are crooked. Besides, good guys don't sale papers."

"With all due respect, Mr. Jameson," Peter retorted. "You've been crowding Spider-Man ever since he showed in the city. What's he ever done to you?"

City editor Robbie Robertson concurred with Peter's plight. "Peter's right, Jonah; Spider-Man even saved your life once, or don't you remember?"

"I've never felt protected by him or anybody, not even my wife," Jameson snapped again at Robbie, and then he turned toward Peter. "Anyway, here's your payment, kid. Take it or leave it and bring me some more photos."

Taking the check out of frustration, Peter left the office where he was greeted by Betty Brant. "Hey Pete; you look down, are you okay?"

"Yeah," Peter replied almost half-heartedly. "Sometimes I wonder if Jameson is trying to turn the whole city against Spider-Man. I mean, why does Jameson hate him so much?"

"You're not alone in wondering," Betty told Peter. "But the only person who can really answer that is Mr. Jameson."

That was the cold, hard truth that Betty spoke about. Only J. Jonah Jameson could the question as to why he was so hell bent on ruining Spider-Man's reputation. Peter wasn't about to let that screw up the rest of his day. Besides; he had someplace else to be at the moment. As soon as his business with Betty was concluded, Peter was already on his way out. In his haste, Peter narrowly missed bumping into an unknown yet suspicious looking man. Peter glanced at the man walking into Jameson's but paid no mind to it.

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Dr. Curtis Connors was quite the busy scientist by the time Peter Parker arrived in his office/lab. Things had been slightly different about the lab since the start of the new semester. Peter was sure to note the numerous reptilian displays, evolution charts and an anatomical lizard model. He's known Dr. Connors for years; granted he was a very intelligent man but Connor's primary field was physics and not biology. Then again in recent months, Dr. Connors had told Peter about his sudden interest in the latter. At the same time, Peter also noticed a container with the last remaining piece of the alien organism that nearly ruined his life and destroyed that of Eddie Brock. While it was in the past, Peter still had nightmares about the alien substance, even wondering if either the creature or Brock might've survived. At any rate, Peter returned his full attention to Dr. Connors.

Well, the regeneration serum is almost ready for a test run on humans," Dr. Connors announced with confidence. He then jokingly asked, "Parker, would you like to be my first guinea pig?"

"No sir, Dr. Connors," Parker jokingly declined. "I can barely test run my scooter as it is. In all seriousness, though; are you sure that injecting mammals with reptilian DNA will result in regeneration abilities."

"I'm more than aware of the dangers surrounding this experiment but consider this, Peter," Dr. Connors said. "If this experiment is successful, it could boost the human healing rate by 30, maybe 60 percent the normal rate within the next few years. People would be able to heal any wound, re-grow any limb and maybe even better fight off diseases."

Peter glanced down at the small test subject; a small white lab mouse in a small cage. The tiny mammal was missing a limb, just as Dr. Connors was. "I don't mean to question you, Dr. Connors. I just have my concerns; this would be a huge risk."

"Your concern is noted, Peter," Connors said. "But risks are a part of science; you know this better than most. Now, let's get started with the experiment."

Dr. Connors had a small, plastic injection pistol in his one, and only, hand. A needle pointed outward dripping a faint green liquid from its tip. Peter gently picked the mouse out of the cage and held it firm, careful not to crush it with his spider powers. He wouldn't have heard the end of it if Dr. Connors discovered his dirty little secret. Connors carefully slid the tip of the needle into the stump that used to be the mouse's limp, and then pulling the pistol trigger. The tiny mouse let out a faint yelp, though it quickly subsided. Peter replaced the mouse inside the cage, where it stumbled around briefly before suddenly dropping. At first, both Connors and Parker believed the worst, but then they noticed the stump shuddering slightly. After a few tense moments, a limb sprouted forth from the stump and the mouse revived.

"Dr. Connors; it actually worked." Peter said, ecstatic.

"Yes," said Dr. Connors said in slight shock. "That was only a fraction of a dose for a mouse. Imagine the good that could be done for people with similar ailments. This could take science to a whole new level."

Peter began feeling uneasy about the whole thing. "What about the side effects, though?"

"You do make a good point, Peter," Connors agreed. "Several more tests will have to be run before the serum is ready."

Peter glanced at his watch, realizing what time it was. "Listen, Dr. Connors, I have to go. I'm meeting Mary Jane later for lunch, and I don't want to disappoint her."

Dr. Connors gave Peter a decent pat on the shoulder. "I wouldn't want that for your lady friend. Go on, I'll keep going with the research, let you know anything more if I can." With that bode of encouragement; Peter Parker was out the door, leaving Dr. Connors to say to himself, "Young love!"

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In the past, it always seem like everything was going fantastically for Mary Jane Watson. She was, at one time, a successful actress on Broadway and had the love of a genuine great guy in Peter Parker. Then in a fell swoop, her entire world was turned upside down and she found herself working as a singing waitress at an old jazz room. She nearly lost Peter to an alien creature, and they both lost Harry Osborn to the Goblin legacy that claimed his father. And to think, it all started with one lousy review. A review that translated into thousands and sent Mary Jane's life spinning out of control. Thank God it was all in the past, though that didn't mean she'd forget it. As Mary Jane contemplated, she heard the familiar shudder of the motor of a run down scooter. Sure enough, Peter Parker rode into view, stopping at the table at which MJ sat.

"You should really consider getting rid of that thing, Peter." said a half-smiling Mary Jane.

"I'd buy a Porsche if I had the money," Peter said semi-sarcastically, yet not really being mean. "So, when I got your call, I figured you something important to talk about."

"Yeah; apparently, not everyone thought my performance was lacking," Mary Jane said. "A fashion mogul offered me a contract for a modeling career. I thought about for a while and I finally decided to accept it."

Peter had a look of disbelief on his face, as if someone stole his favorite text book. "That's, that's good news MJ."

"You don't seem too thrilled about it, Peter."

"It's just that I never expected you get into modeling, MJ," Peter said. "I always thought you'd try to get back into acting. Modeling never seemed to suit you."

"This coming from someone who moonlights as Spider-Man," MJ snapped at Peter. "Peter, it's my life; I wasn't going to stay in that jazz club forever. This modeling gig could help me get back my feet and I need you to understand. Besides; I can't have Spider-Man saving all the time."

"I'm sorry, MJ; I didn't mean to discourage or anything like that. I admit that I've been selfish in the past; always putting myself first before others," Peter told MJ. "I just want you to be happy, and I want to be there for you down to my last breath."

"Speaking of which," MJ interrupted. "That day on the bridge in Central Park, you showed me a ring."

"I was going to propose to you, MJ. Up until the night I hurt you," Peter admitted. "That moment, I realized I wasn't ready; neither of us was."

"Do you still plan to?" MJ asked, placing her hand atop of Peter.

"I don't know, Mary Jane," Peter answered. "I just don't know."

"Then until you figure it out, Peter," Mary Jane said as she started to leave. "We probably shouldn't see each other," Mary Jane set some money on the table before leaving, but turned back toward Peter. "Then again, my first exhibition will be this weekend. You can stop by if you like."

"I'll be there, MJ."

"I hope so, Peter. I honestly do."

Peter watched as Mary Jane walked down the sidewalk, disappearing within the crowd. Part of him wanted to snag her in a well placed web line and leap over the bystander passing by. Of course that was very ill advised on Peter's part. So he remained at the table alone with his thoughts, nearly devoid of anything and everything else around him. Everything and everyone, including a shady individual sitting just a few tables away chewing on a cigarette and sipping coffee. Had Peter been paying attention, he'd have notice it was the same man he'd past by at the Bugle earlier that day. Who was he, and why was he seemingly following Peter Parker?

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Authors' note: That's it for the first chapter of my Spider-Man 4 story. If you figured out who are the main villains, pat yourself on the back. Rhino ain't one of them. Don't forget to Read and Review. Peace out! 


	2. Science Gone Way Bad

Disclaimer: As before, Spider-Man, supporting cast and the villains are the official property of Marvel Comics. Nuff' said!

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Chapter II  
Science Gone Way Bad 

After all the villains he's battle against and having barely manage to survive, it never occurred to Peter that maybe, just maybe, there was someone new was waiting in the winds. Of course, that notion went right out the door thanks to his spider sense. Peter always knew the type of danger that was coming by the frequency of the tingle. The 360 degree vision helped out well too; it showed that some guy in a dark green jacket and cap was following him. It was probably some strapped for cash mugger looking to rob Peter. He was being careful to keep a good distance from Peter and had he not noticed, Peter would've been in trouble. But Peter Parker was no ordinary guy by any stretch on the imagination; too bad this guy didn't know that.

_This guy must be a glutton for punishment,_ Peter thought. _I guess I'd better accommodate him._

Peter rounded the corner into an alleyway, out of sight of anyone who might catch a glimpse of him changing into his costume. The stranger slowly but surely picked up the pace so as to catch up to his quarry. As soon as he rounded the corner, the stranger was left confused by the sudden vanishing of Peter. He entered further into the alleyway, surmising that Peter might've dashed toward the other end of the path. As he went in further, the stranger was suddenly swept off his feet and pulled upwards. Within seconds, the stranger found himself hanging upside down, staring into the eyes, so to speak, of Spider-Man. The man he'd caught was fairly unremarkable; balding blonde hair, slightly overweight and middle-aged at least in his mid forties.

"You should know it's not very nice to be stalking people," he said. "Why are you following Parker?"

"I wasn't following anybody, I swear," the man pleaded, clearly lying through his teeth. "I was just minding my own business, just walking into this alley."

Spider-Man wasn't close to amused as he pulling the man closer. Okay, maybe a little amused was he. "You are aware that you're hanging upside down from about fifteen stories, right? It's not exactly a great idea to lie while you're this position."

"Please stop," The man begged. Spider-Man lowered him just slightly, causing the man to scream out, "Alright, I was following Parker. I was hired to find out he got the shots of you."

"Whose you're boss?" Spider-Man asked.

"I can't tell you that," the man said. My boss will kill me."

"If you think that I won't kill you," Spider-Man told the man before suddenly lowering him toward the ground. He was stopped just inches from the ground before being dropped hard. "You're right."

The hapless stranger, sweating and utterly humiliated, stared straight and realized that the web slinger was long gone. He face became contorted with anger and embarrassment and he was cursing under his breath. Meanwhile, Peter had just landed onto the roof of his apartment building, removing his mask but also making certain nobody could see him. Stealing wasn't really his deal but in the case of an unscrupulous person stalking him, Peter made an exception. In his hand was the identification card of the guy; it currently revealed some interesting about him.

_Mac Gargan, huh,_ thought Peter. _A Private Investigator for the Daily Bugle; I didn't know anything about this guy. But I know someone who would._

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The hollowed halls of Columbia University were as silent, some would say spooky, as a graveyard. Most teachers, instructors and student would have gone home for the evening; all except Dr. Connors. He'd been in his office/lab since the afternoon hours when Peter was there to assist in his experiment. Connors had moments ago spoken to his wife, telling her that he'd be working late at the university. He never told her the reason as to why, only that it was important. Connors had been busy setting up a video camera facing toward his desk, where the familiar plastic injection pistol laid with a cartridge full the faint green liquid he'd used on the mouse earlier. Connors looked over the camera, where a red light illuminated.

"This is Dr. Curtis Connors of Columbia University; the current time is 8:47 PM," Connors walked around his desk, sitting down so he was facing the camera. "After several adjustments a success field test on one my lab mice, the regeneration serum is finally ready to be tested on humans; and who better to be tested on than myself?" Connors rubbed the stump that was once his right arm. "I know there are risks involved but I can't allow a twist of fate to undo the natural order of things when science can correct it," Connors held an envelop in front of the camera. "Should the unthinkable happen, please see that my family receives this letter."

Dr. Connors picked up the pistol with the dripping needle pointed toward the ending point of the stump. The needle penetrated through the skin, and Dr. Connors pulled the trigger. He felt a slightly stronger sting than he'd anticipated, as well as the serum beginning to course through his veins. After that, Connors waited for any kind of changes when he seemed to find it hard to breathe. Connors clutched his chest in near crippling pain, convulsing violently and finally backhanding the pistol right into the camera. It never caught the next several images after that; only the screaming voice of Dr. Curtis Connors. A voice that seemed to change in pinch and sound, from human to almost monstrous.

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The following afternoon brought yet another chaotic situation at the always chaotic Daily Bugle. Obviously, that was nothing new Peter as he entered the main staff room, just not with any new photos of Spider-Man. Peter was there for other reasons concerning the guy he'd roughed up the night before. Maybe not roughed up but thoroughly spooked was the guy; whoever he was, Peter knew only one person would know. That didn't stop him though from stopping at desk of Betty Brant. Maybe she might know something about this Mac Gargan guy.

"Hey Betty; do you know anything about a Mac Gargan working here?"

"I don't know much about it, Pete," Betty said. "Only that Mr. Jameson hired him about a week or so ago. You should ask him about it. Speaking of which…"

Before Betty could finish, Mr. Jameson burst out of his office. "Parker, get in my office, pronto!"

Betty shook her head in amusement. "Uh, what he said!"

Peter hurriedly entered Jameson's office, half-expecting to be fired for the umpteenth time. "Is there a problem, Mr. Jameson?"

"You're damn right there's a problem, Parker," Jameson bellowed. "There's rumors' flying around about some giant reptile running amok at Columbia University. People are seeing something and I want photos. Columbia is your school isn't it?"

Robbie Robertson interjected himself into the conversation. "Peter, we've got another guy down at the school right out; a staff journalist named Ned Leeds. Maybe you two can work together."

"I'll see what I can do, Robbie." Peter said agreeably.

"Don't stand there talking about it, Peter," Jameson snapped. "At least get me some photos of the aftermath."

Peter left the office, heading on his way toward the elevator. Giant reptiles now? Peter shook his head in disbelief. Clearly, Jameson wasn't paying him enough for the photos. Then again, the rumors of a large, reptilian creature would've explained why classes were canceled. Peter's thoughts returned to the work Dr. Connors had been conducting the night before, but that had to be coincidence. At least Peter hoped it was. As he entered the nearest elevator and pushed a button, Peter glanced out the closing doors. There was that man, Mac Gargan passing by him in at hurried pace and a scowl on his face. Thanks goodness Peter was alone in the elevator, for he quickly scurried onto the roof, rapidly changing into his costume. No way in hell was he going to miss this.

Mac Gargan literally barged into Jameson's office, despite, Betty's attempt to stop him. He took a force seat on the chair in front of the desk, earning a scowl from Jameson. "Don't people ever knock anymore?"

"Cut the crap, Jameson," Gargan snapped. "You have no idea what I went through."

"Well please Gargan, indulge me," Jameson snapped back. "Did you find out how the kid's able to get the photos?"

"I didn't have a chance to; Spider-Man caught me," Gargan said. "He left me hanging, literally by a thread. He made a fool out of me."

"That wasn't necessarily hard to do, you know." Said an unknown voice from nowhere.

Jameson and Gargan looked around the office for the source of the voice when a whole mass of webbing attacked the latter. More of the sticky substance assaulted Gargan, throwing up against the far well and embedding him there. Jameson looked toward the ceiling, the source of the webbing and sure enough, Spider-Man was there looking down at Jameson.

"What's up, J.J," he asked with such an air of confidence. "I just thought I'd swing by and say hello," Spider-Man looked toward Mac Gargan, who was still stuck to the wall. "Hi, loser."

"What the hell are you doing here," Jameson demanded. "You have no right to invade my building, not after what you and the Green Goblin did last time."

"Take a chill pill, flattop," said the web-slinger. "I'm hear regarding you freelance guy, Parker."

"What about him," Jameson asked. "I know you two are in cahoots."

"That's what you think; actually, Parker and I aren't buddies. His photos have making me look bad and the editorials aren't helping," Spider-Man said, which seemed odd that he would talk trash about himself. He web-sculpted a crude looking stack of webbing on Jameson's desk. "So you give him a message for me; if Parker doesn't get off my back," Spider-Man leapt from the ceiling and right onto the stack of webbing, crushing it. "I'm going to do that to the kid, and that's if I'm in a good mood."

As Spider-Man retreated back through the ceiling window, an enraged Mac Gargan spat out, "You arrogant bug. You think you can get away with this." Gargan got some more webbing stuck to his mouth."

"You should try a new line of work, Gargan," said Spider-Man. "See you in the funny pages."

Before Jameson could react any further, Spider-Man was already long gone. Mac Gargan struggled to get free but his effort proved futile. Meanwhile, Peter slid back into his civilian attire and made it to his scooter without a hitch. His little performance in Jameson's office was sure to throw him and Gargan off the trail, at least for the time being. Revving up the motor, Peter rode down the busy street toward his eventual destination. Back in the Bugle building, Jameson was fuming while Gargan finally got loose from the wall. He fell flat on his face, something which barely even amused Jameson.

"That damn spider," Gargan said grinding his teeth. "Making me look like a fool. I'd give anything to get back at him. Anything to kill him!"

Jameson, for once, seemed to agree with Gargan. "I think a have an idea, Gargan. That's provided that you willing to do whatever it takes."

Gargan nodded in the affirmative "I'll try anything, Jameson; so long as the money's good."

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The NYPD was all around the school for reasons unknown to the public. There were numerous medical vehicles on the campus, and several police officers tying the yellow "DO NOT CROSS" tape around a large hole in the wall. The hole led directly into the office/lab of Dr. Connors, who was nowhere to be found. Capt. George Stacy was busy directing his officers and/or speaking to one of the forensics experts when a young man approached him. He was in his mid twenties at best, sported blonde hair and wore a jean jacket with a Daily Bugle ID card attached to it.

"Excuse me, Capt. Stacy," he said. "I'm Ned Leeds with the Daily Bugle. I'd like to get your thoughts on this incident at Columbia University."

"I don't have the time or patience to comment right now, son." said the captain.

"Sir, what about the rumors going around that a giant lizard may have been the cause of the incident? What about the bizarre disappearance of one of the scientists, Dr. Curt Connors? What about that? Capt. Stacy!"

Capt. Stacy turned quickly to face this aggravating young man. "There isn't any proof whatsoever that a giant lizard was involved, nor that one even exists. As for Dr. Connors, we have no information on his whereabouts. Now if you'll excuse me, son…"

Capt. Stacy walked backed to the crime scene, while Leeds said to himself, "You'd think this was done by the alligators in the sewers."

As he spoke aloud, Ned turned to spot another guy riding in on a run down scooter. This guy was no older than Ned himself, as he sported a photo lens camera and ID card in his own right. It was Peter Parker who strode over toward Ned Leeds as they both glanced toward the scene.

"What happened, here?" Peter asked.

"I have no idea," Ned answered. "I just got done joking about the alligators in the sewers," Peter seemed to laugh it off. "Hey, you're Peter Parker, right?"

"Yeah, that's me."

"I'm Ned Leeds, journalism. I just started at the Bugle last month."

"Now I remember," Peter said. "I've read one of your articles on a so-called cure for people with special gifts. That it was a pretty good."

"Thanks; I've seen your photos of Spider-Man in action," Ned said. "How do you get those angles? Nobody's that good."

"Treasured trade secret," Peter said. "So, did you find out anything about this?"

"Only that the cops are being pretty tight-lipped about it," answered Ned. "What is confirmed is that a scientist here, Dr. Curt Connors, went missing," Ned noticed Peter's expression changed to a worried one. "I'm going out on a limb here; you knew Dr. Connors."

"Dr. Connors was my Physics professor; he still is," Peter told Ned. "If something's happened to him," Peter noticeably stalled in his words. "I better try to snap some shots."

Meanwhile, one of the forensics experts called on Capt. Stacy. "What do you got for me, Donnelly," The expert used a pair of tweezers to pick up a very unusual object. "What is this?"

"I'm not entirely sure, sir," Donnelly answered. From what I can tell with the naked eye, it appears to be some kind of skin. Not unlike a snake or lizard or any kind of reptilian creature."

"I want this area sealed off to the public," Capt Stacy ordered. "Nobody gets in here without clearance."

Everyone at the scene continued with their individual assignments, unaware that they were being watched from far away. There was movement within a dark alleyway; something bipedal but seemingly far from human. A large creature resembling a lizard wearing a torn lab coat was skulking in the shadows. An ID card dangled from the coat; it belonged to Dr. Curt Connors. Connors checked a puddle of water for his reflection, hoping he'd see his normal face. Instead he saw the Lizard monster staring back at him, that hideous, scaly green skinned face with those red reptilian eyes.

Connors held his hands in front of his face, the cold realization sinking in; his experimentation on himself had backfired. "What hassssssssssss happened to me?"

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Within the household of the Connors family, Martha Connors watched the news telecast. The newscaster ran down the current situation up to what Martha didn't wish to believe. "The police still have no leads on the whereabouts of Columbia University teacher Curtis Connors and so far, no arrests have been made."

"Curt, where are you?" Martha whispered to herself.

As she watched on, eight year old Billy Connors walked to his worried mother. "Mommy, is Daddy coming home soon?"

What in the world could Martha tell her son? What could she say to ease their grief? She knelt down in front of Billy and told him, "I'm hoping your father will come home, Billy. I swear he'll be back."

Almost as soon as she spoke those words, a voice spoke her name, "Martha." It didn't sound human. Martha turned and she saw the Lizard creature entering through a window. She quickly pulled Billy away from the creature, which was slowly approaching them. It long tail was whipping to and from, knocking down all sort of furniture. "Wait, it'sssssssssss me, Curt! Don't you recognize me?

"GET AWAY FROM US, YOU MONSTER," Martha screamed. "WHAT HAVE YOU DONE TO MY HUSBAND?

"I am your husband," the Lizard said. "I am Billy's father." The former Dr. Connors saw his own son crying in his mother's arm and realized he was doing more harm than good. Connors back away from them, and as he started climbing back out the way he came, he said, "I'm sssssso ssssssssorry." Then, as quickly as he came, the Lizard was gone.

Martha held her son closely and tightly, as little Billy whispered to his mother, "I want my daddy."

"I do too, honey," Martha whispered back. "God, save him."

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Authors' note: That does it for chapter 2; it took quite a while no thanks to that writer's block. Don't you all hate that? Don't forget to read and review, and feel free to ask a question or two; I'll try to answer to the best of my ability. Peace Out, ya'll! 


	3. Fashionably Challenged

Disclaimer: As always has been noted, I don't own the right to Spider-Man, the villains or supporting cast. Bear with on this one; I don't watch too many fashion shows. Actually, I don't watch that crap at all.

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Chapter III  
Fashionably Challenged 

_Peter Parker, where the blazes are you?_

When she'd told Peter about her new modeling gig, Mary Jane pretty much expected certain complications. When Peter told her he'd be at the fashion show to catch her debut, Mary Jane seemed to know he was speaking in half-truth. Granted that Peter had a major responsibility to the city by gallivanting as Spider-Man, but Mary Jane seemed more concerned her own needs these days. She felt left out of the loop, so to speak. She felt almost useless, is if her deadbeat, alcoholic father had single-handedly shattered her dreams. She wanted to be part of Peter's life and not just a footnote. Mary Jane looked herself in the mirror and was disgusted by the person staring back at her. She felt as if she wanted to throw something, anything at that person in the hopes she might strike. The, Mary Jane had a moment of clarity.

_What am I thinking? C'mon, Mary Jane, this isn't you! When did you become so damned narcissistic? You're making it sound like; like that black alien came and took you over._

The thought made Mary Jane cringe; then she though about hell that, thing had put Peter through. Mary Jane was brought out of her trance by one of the stage hands. "Five minutes to Showtime, MJ. Oh, and someone left these flowers for you."

Mary Jane watched as a modest batch of flowers in a clear plastic wrap was place at the end of her dresser. No doubt about it; the kind arrival of the flowers meant Peter was somewhere in the building. For the first time in a while, Mary Jane felt at least a bit happier although she mentally kicked herself for her earlier mood. A voice from outside her dressing room alerted Mary Jane of the start of the show.

_Showtime!_

Surrounded by the proverbial sea of humanity, among them as yet unknown celebrities, Peter eagerly awaited Mary Jane's debut. He spotted several other photographers hording around a thirteen foot long runway. Four judges were seated at the very end of the runway, ready to, well, judge. In all honesty, Peter was a little concerned that Mary Jane strutting about in uniquely designed outfits would attract unwanted attention. Then again, Peter usually ran off to swing from buildings wearing a red and blue costume to fight super strong, yet dimwitted criminals. So what did Peter have to complain about? How about the disappearance of his Physics teacher and friend; and the rumors of a giant lizard running around?

"Ladies and gentlemen, we'd like to thank for joining us to the Hammerstein Ballroom this evening," said one of the directors of the show. "Before we began, our lead Fashion Designer would like to address you all."

The director stepped aside so another person took the stage; a middle-aged but surprisingly spry man. He wore an Armani suit and tie; he sported gray hair and a very commanding glare. "Ladies and gentlemen, my name is Roderick Kingsley; I'm the lead Fashion Designer of tonight's showcase. On behalf of everyone here this evening, I'd like to personally thank you all for coming. Tonight, our lovely ladies will be showcasing our latest line of products. Now let's get this show started, and please be gentle."

The last comment barely garnered even a slight chuckle from the audience as dance hall music began playing. Peter readied his camera on the assumption that Mary Jane would be out first. She wasn't. Instead there came an attractive brunette wearing a silky powder blue dress with matching headwear and purse. Many in the audience gave a collective awe; maybe some of the male audience was drooling as Peter might've thought. The next girl out was a beautiful blonde wearing a black dress. To Peter's astonishment, that blonde turned out to be Gwen Stacy, who noticed Peter in the audience. Gwen turned sharply away from Peter's sight, perhaps not wanting to cause a stir between them.

_That was awkward,_ Peter thought. He wandered if Gwen had forgiven him for using her at the Jazz Club months ago. _What could I tell Gwen for what happened that night? How would I explain to her that an alien was influencing me?_

Meanwhile, Gwen rushed past a startled Mary Jane. "Gwen, are you okay?"

"I'm fine," said Gwen. "I'm just feeling a little nauseous; I need to lie down for a while. You're up MJ." Gwen rushed away as if her dress was ablaze.

Back out in the audience, Peter was none the wiser as to the goings on backstage. His concerns were soon washed away when Mary Jane finally appeared. Peter readied his camera and started taking his shots of MJ; she was absolutely stunning in a ruby red dress, yet she seemed uneasy around Peter. And Peter seemed to notice; something about Gwen's expression earlier was off. Peter continued snapping shots of Mary Jane, as both of them did their best to focus on the task at hand.

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The New York sewers could be best described in one singular word; decedent. It was just legitimately filthy; a disgusting environment reserved for the most disgusting denizens of the so-called underworld. At this particular point in time, the sewers were considered home for the recently transformed Dr. Connors. The former human doctor turned monstrous beast swam up the water current, his scaly back jutting through the surface and frightening several rats away. If anything, some local sanitation worker would've confused him as one of those rumored alligators in the sewer. Except this one wore a torn lab coat and dark blue slacks. Connors found it painfully ironic. He'd never believed the rumors about the alligators and now, he's become one; a living, breathing lizard. That's what Connors was now; the Lizard. He, or it, reached a main water junction where it or he pulled or clawed up onto a ledge. The Lizard cupped his now long nosed, scaly face in his similarly scaly hands in disgrace.

"It shouldn't have happened like this," the Lizard told himself. "Where did I go wrong? I've taken all of the necessary precautions," Lizard stomped, not walked, toward the water from which he emerged. "And now look at what I've become; I'm just a freak," Lizard's red eyes began to seethe before he furiously whipped his tail into the water. "A FREAK!"

The Lizard went into a blind rage, whipping his tail repeatedly into the dank water. He leaped onto walls and scratched into them in a fury, leaving hideous claw marks. Then he suddenly spewed a stream of sickly green liquid at the far wall, melting portions of it away. The Lizards' tail whipped into the concrete floor, causing portion of it to break off go flying. He took a large piece of asphalt and hurled it into the water; then silence. The Lizard stopped himself from further going berserk and stared almost blankly at his arm; his right arm. The same limb that the Lizard, as Dr. Connors, sought to regain in the not too distant past.

"I have what I wanted all along," said Lizard in startled realization. "Of course there's a legitimate inconvenience with this new form, but my desire to better this world remains. Or perhaps it can be altered; a new race to rule this planet. A race of reptiles; it can be better this way but first, the humans must be eliminated."

The Lizard leapt back into the grungy water, using his newly heightened senses to find his eventual destination; Columbia University. Part of him hoped that nobody was at the school at the moment but if somebody was, they wouldn't be for very long.

The school was quiet, almost dead to the sounds of the city. The crime scene from the previous night was quarantined with police, at the behest of Capt. Stacy. No one gets in, just as he'd said earlier that day. The lone school janitor got the message just everyone else, but that didn't mean he had the night off. He wished he had. Sometimes, the school was damn near spooky at night but a job is a job. Tonight however, his suspicions were meant by a faint noise coming from down the hall; it seemed much than normal for a faint noise. The janitors' curiosity clearly got the better of him, so he ventured toward the ordinance to investigate. As he rounded the corner, the janitor came across the shadowed form of someone, or something, hunched over. The shadow turned its upper body sharply toward the man, fixing two horrifying red eyes on him. That was the last image the man would see as he let out a blood curtailing scream.

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The fashion show at the Hammerstein Ballroom was long over and now many people were enjoying a so far pleasant evening. Peter walked around within the sea of humanity, getting some photos of important persons and their starlets. Of course, his attention was divided with his concern as to the whereabouts of Dr. Connors and his relationship with Mary Jane. Thankfully he'd be able to concentrate on the latter, as Mary Jane was close by speaking to some of the other models. Peter subtlety approached Mary Jane, careful to avoid a collision with the other people.

"Hey beautiful," Peter exclaimed, holding up his camera to a just turning Mary Jane. "You looked fantastic up there."

"I thought you wouldn't make it tonight." said Mary Jane. Peter was slight taken aback by the comment.

"What's that suppose to mean?" Peter asked.

"You know what I mean, Peter," Mary Jane said, quickly regretting her earlier words. "Sometimes, I worry that you'll go out there one night; and you won't come back. I worry that I'll lose you like we lost Harry," Peter had to agree with Mary Jane on that one. Losing Harry was immensely hard on both of them. "Sometimes, I just wish you'd leave it all behind."

Peter wished it were that easy quite frankly, especially after all the villains he's face since the beginning. It was a who's who of foes; the Green Goblin, Doc Ock, the New Goblin, the Sandman, Venom and most recently, the Rhino. The city was safe and sound thanks to Spider-Man. As much as Peter wanted to, he couldn't risk stepping away from his responsibilities, nor from Mary Jane's need for him. No doubt Peter was thoroughly conflicted, who wouldn't be in his position?

"Well, say something!" urged Mary Jane.

"What can I say, Mary Jane," Peter openly wondered. "Sometimes, I wish that…"

"Is there a problem, here, Ms Watson?" Peter and Mary Jane turned around to be greeted by Roderick Kingsley. "Young man, I hope you aren't causing problems for Ms. Watson."

"Everything's alright, Roderick, he's a friend," said Mary Jane in defense of Peter. "Peter, this is Mr. Roderick Kingsley; the head Fashion Designer for the show."

"Peter Parker, sir." said Peter as he held his hand out. Roderick Kingsley wasn't too eager to welcome the gesture.

"Mr. Parker, yes," Kingsley acknowledged. "I know of you through Ms. Watson; by the way, Ms. Watson; do you know where Ms. Stacy is?"

"The last place I saw her was backstage," Mary Jane said. "She didn't seem well; I'll go check on her." Kingsley nodded and Mary Jane rushed off, leaving Peter with Kingsley.

"So Mr. Parker, I've seen quite a bit of you work in the papers," said Kingsley. "I must the photos of Spider-Man are very impressive; how do you get the angles?"

"A treasure traded secret, Mr. Kingsley." said Peter.

"I'm sure it is; I wouldn't want pry too far into your professional life," Kingsley said. "But that won't change my opinion of the wall-crawler."

"How do you mean?" Peter asked, becoming somewhat uneasy at the moment.

"I believe that Spider-Man is a blight on this city," Kingsley subtly snapped. "He's as much a danger as the criminals and villains he faces and should be locked away; or killed."

"Well, with all due respect Mr. Kingsley," Peter retorted in protest. "While a lot of people as you would, a lot of other people believe Spider-Man is a hero."

"Ignorance is no excuse, Parker. But then again, everyone's entitled to their opinion. Now, if you'll excuse me."

Peter was eternally grateful that Kingsley had gone off to wherever, especially since he was overhearing an officer speaking to Capt. Stacy. Apparently, there was talk about a disturbance at Columbia University; reports about that lizard thing. Peter felt he had to investigate for himself; maybe he'd a clue as to where Dr. Connors or run into that thing. Unfortunately, that also meant he'd have to leave Mary Jane again to go reptile hunting. She damn wasn't going to like that but Peter wasn't left with much choice. He rushed out of sight for the back of the building, where Mary Jane spotted him and followed him out the door. Mary Jane found Peter slipping out of his clothes, where his costume was hidden.

"Let me guess!" she half-heartedly exclaimed. Peter was almost fully outfitted, sans his mask.

"MJ, I'm sorry," he said. "But I've got to do this." Mary Jane sighed in frustration but she knew the drill.

"I know, Peter; just be careful."

Peter nodded before pulling his mask over his face, after which he leapt into the air and shot out a web line. Within moments, Peter was out of sight and Mary Jane wiped her face, fighting away tears of dread.

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"You sure this is going to work, Jameson? I've got a bad feeling about this."

"Don't get cold feet on me now, Gargan," Jameson snapped. "You agreed to this procedure and Prof. Stillwell is the foremost expert on it."

"Do try to relax, Mr. Gargan," added Prof. Farley Stillwell. "I'm sure that Mr. Jameson will compensate you once you've done the deed."

"I'm not worry about, doc," Gargan snapped at Stillwell. "I know I'm going to be paid for this. What I am worried about is the radiation part of this whole thing; and what's with this suit you put me in?"

"The suit is fitted bulletproof titanium meshing to protect the wearer from projectiles," said Prof. Stillwell. "Just stay perfectly still."

"You'll get your money, Gargan," said Jameson. "But first things first; you take out that wall-crawling psychopath."

"Just start the damn process." snapped Gargan.

Mac Gargan was inside a sealed room surrounded by some very sophisticated machinery, while Mr. Jameson and Prof. Stillwell were inside a separate control behind a one-way window. They could see Gargan but he couldn't see them. Gargan was strapped to a steel table, wearing a sort of cybernetic suit. The suit itself was very radically designed, especially around the forearms, each featuring an extendable blade of sorts. The most unique feature was a long titanium "tail" with a sickle at the end of it. Gargan was also wearing a face mask with three large holes cut out; one for his mouth and chin and the other two for his eyes. In the control room, Jameson spotted a small scorpion inside a canister.

"Why a scorpion, Stillwell?" he asked.

"Scorpions are considered as the nature rival of a spider in terms of hunting prowess," said Stillwell. "Look at it as being an eye for an eye."

"We use one arachnid to take out another." Jameson added.

Stillwell punched a few buttons that started a machine hovering over Gargan. It hummed and soon after came to life, shooting a wide spectrum burst onto its intended subject. Gargan groaned and twitched in his table bed, and then he started violently convulsing. His screaming was changing drastically, from human to almost primal. Inside the control room, Jameson took a deep breath. In the back of his mind, he hoped he was doing the right thing to this poor man and that the process was justified. There was only way to find out. Stillwell flipped a few switches to stop the machine; there was a cloud of smoke inside the chamber, along with the silhouette of a menacing figure.

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Making sure he wouldn't have been seen, Spider-Man quietly crept into the still disaster-ridden office/lab of Dr. Connors. Maybe he'd find some kind of clue, any clue that could point him the right direction. Spider-Man scanned the immediate area for something of use to his mission, finally focusing in a small black camera on the floor. Why the police failed to confiscate that little tidbit was beyond the web-spinning superhero. Spider-Man was about to pick it up when he heard a faint noise in the background. Someone else was in the room; Spider-Man stuck to the ceiling out of sight. He saw movement; the silhouette of a man moving rummaging through the debris. Spider-Man snagged the person with a quick web line; the intruder turned out to Ned Leeds.

"What're you doing here, kid?" Spider-Man asked Leeds.

"Listen, please don't hurt me okay, Spider-Man," Leeds begged. "I was just looking for some clues. What're you doing here?"

"Same thing, only more covertly," Spider-Man said as he lowered Leeds to the floor. "You've got to leave right now; it's too dangerous here."

Suddenly, his spider-sense shot through the roof; they were not alone in the room. Ned Leeds couldn't have known that the shadows behind him were moving. Nor could he have known that a gigantic reptilian tail was whipping around behind him. Spider-Man fired two web lines, snagged Leeds and pulled him to safety just moment before two massive jaws clasped onto him. Leeds landed with a thud just a couple feet from Spider-Man, as the Lizard emerged from the darkness.

Spider-Man shouted, "GO!" before he was tail whipped over a table. "Okay, that one hurt!"

Ned Leeds didn't need further coaxing as he high-tailed out of the area. The Lizard noticed him running and attempted to follow but his tail was snagged by Spider-Man. The Lizard pulled Spider-Man hard into range but the web-slinger kicked him hard through the earlier made hole. Quickly back to his feet, the Lizard bolted toward a manhole in the street, pulled out the cover off and hurled it toward Spider-Man. Spider-Man leaped over the projective but the distraction bought the Lizard enough time to enter the hole. Spider-Man landed by the manhole, where he peered into the darkness. Before he went any further, Spider-Man noticed a small object on the ground. It was a name tag, and Peter was stunned by what he saw.

_No! It can't be! It couldn't be him. _Without a second though, Spider-Man jumped down the manhole and the chase was on.

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Authors' note: That took a long friggin' time. I didn't want to end this chapter the other word. Just for the record, let me clarify that Roderick Kingsley will not become the Hobgoblin in this story, so don't bother asking. Don't forget to read and review. Peace out, kids! 


	4. Reptile Wrangling

Disclaimer: So far, so good kiddies! As I've been reiterating, Spider-Man, the villains and supporting cast are all the property of Marvel Comics.

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Chapter IV  
Reptile Wrangling 

Spider-Man lowered himself down the shaft until he reached the bottom of the sewers, literally in the very thick of things. For a few tense moments, the web-head recalled the settings of all of his battles with the previous villains. He battled the Green Goblin in a derelict building, Doc Ock atop a run away train and Venom and Sandman at a construction site. He never considered the possibility of facing a new foe in the cesspool of the New York City sewer line; until now. Even more disturbing was the fact that the Lizard was once a man that he, as Peter Parker, respected in Dr. Connors. Peter himself felt partially at fault, after all, he was Connors' assistant when the formally good doctor tinkered around with the serum.

He thought, _Man, my laundry bill's going to be insane._ Spider-Man started scanning the immediate area for any sign of the man turned monster. "Dr. Connors, where are you," He kept scanning until he witnessed a large, reptilian shadow heading down a tunnel. "Doc, wait a second."

Spider-Man fired a web line and gave chase down the same tunnel. Even with his tremendous speed, the web head found difficult to keep up with his quarry. Then again, Peter was in no hurry to turn Connor into a suitcase; he was more focused on catching him so a cure can be found. The bad news was that only Dr. Connors could find a cure, unless Peter did some serious catching up on his reading. Spider-Man began to gather some momentum until the Lizard was in view but the wall crawler maintained a reasonable distance. Meanwhile, the Lizard hopped and vaulted from surface to surface until he made a sharp left turn into a water junction. Spider-Man followed and landed onto a wide ledge; there was no trace of the Lizard.

"Dr. Connors, I know you're in here; somewhere," Spider-Man called out, causing a faint echo. He spun around quickly, ready to move the moment he sensed anything unusual.

Spider-Man continued scanning the area, so far not sensing any danger whatsoever. He turned sharply after hearing a very faint sound; an almost inhuman sound. Behind the wall crawler, the water started rippling slowly toward the ledge. For a brief moment, a shredded lab coat and a scaly back jutted out through the surface and vanished just as quickly. Spider-Man turned and saw nothing. At the point, Peter started wondering who was hunting whom. Again from behind him, the water rippled until it reached the ledge. A dripping, scaly hand latched onto the surface as Spider-Man quickly turned and spotted the Lizard rising up from the depths. For some reason, the creature didn't try to attack Spider-Man this time, and Spider-Man didn't sense any danger.

The Lizard hissed to Spider-Man, "Why are you following me?"

"Dr. Connors, I'm not hear to hurt you," said Spider-Man. "I just want to help. Maybe we can find a cure."

"How do you know who I am; who I used to be?" the Lizard asked, sinking to all fours in a defensive position. Spider-Man took very slow, subtle steps toward him.

"One of your students' spoke very of highly, doctor," said Spider-Man, talking about himself as Peter. "Peter Parker."

"Parker," the Lizard whispered. "I know him well; one of my best students. Alright; I will surrender."

_That was easy! _Peter thought as he approached the Lizard. His spider-sense suddenly went off and slow motion, he saw the burning red eyes of the Lizard flaring. The Lizard immediately lunged at Spider-Man but he quickly leaped away onto a wall. _I stand corrected._

"You would foolishly believe I'd want to return to being a fleshy weakling," snarled the Lizard. "I have evolved into something more, and so to will this whole city."

"I guess there's no point in convincing you otherwise." said Spider-Man.

The Lizard leapt high into the air, sailing directly toward Spider-Man before he swung out of the way. Clearly, this wasn't the right time to start cracking jokes for the wall crawler, especially right now. Spider-Man bounded back onto the ledge and the Lizard followed, lunging once again at his foe. Spider-Man leaped clean but the Lizard seemed to anticipate his movement and swiped at him with his tail. Still, Spider-Man outmaneuvered the swipe, fired a quick web line onto his foe's feet and tripped him. The Lizard face-planted into the concrete, after which Spider-Man clasped onto him from behind in the hopes of holding him down.

"Give it up, Dr. Connors! It doesn't have to be like this." Spider-Man held of the Lizard's arm behind his scaly back.

"I will not surrender to likes of you, monkey spawn." The Lizard quickly rose up, and then rapidly backed into the far wall, almost crushing Spider-Man between it and him. Then, he grasped his arms and slammed him hard into the floor before opening his maw.

Spider-Man grasped the snout and jaw with his hands, desperately preventing a lethal blow. Still, the Lizard whipped his massive head around in a frenzy and finally sent the web slinger flying across the room. Spider-Man fired a web line back toward and past the rabid beast, distracting him momentarily. The Lizard turned right into a swift kick to the snout and that sent him into the filthy water. He quickly resurfaced to face Spider-Man, but then turned and bounded away down another tunnel. Spider-Man fired a web line and followed him down the same path. The Lizard proved to be one quick S.O.B and Spider-Man eventually lost sight of him. Thankfully, his spider-sense directed him into a new partially submerged room; three inactive conveyor belts situated one by one and each with a steel gear at the end. Spider-Man scanned the room for any sign of the Lizard.

_Where are you? I know you're in here._

Spider-Man kept up his desperate search for the Lizard, not noticing the water surface bubbling behind him; and slowly creeping toward him. Spider-Man's spider sense started blaring again; in fact, it went way off the scale. Time seemed to slow down and Spider-Man got a far superior view of his surroundings, up until his sight settled on the Lizard pouncing on him. Spider-Man ducked in the nick of time, snagging the Lizard with a web line and pulling him in. The Lizard got loose and started clawing wildly at Spider-Man, who was doing his best to avoid the blow. He managed to get in a few blows and even a swift kick to the jaw. Still, the Lizard kept swiping and Spider-Man kept dodging until he was met by that leathery tail. The blow sent him careening into the water and the Lizard followed. Spider-Man resurfaced, fired a quick line and pulled himself out of the water, just miniscule seconds before the Lizard.

Spider-Man stuck to the ceiling, looking down at his foe, who hissed to him, "You are a fool, Spider-Man. You should be thankful that in death, you will be spared subjugation be the true rulers of the planet."

"That would be the mice, right," Spider-Man joked. "I'm pretty sure it's the mice."

"This is not a game." screamed Lizard.

The Lizard took a monster leap toward Spider-Man but the latter leaped off the ceiling back to one of the conveyor belts. He once again snagged the airborne beast with a web line and yanked him straight down. The Lizard landed with a thud on the belt, and in the chaos, his tail slammed into a nearby console that activated the conveyor belt. Spider-Man almost lost his balance on the belt, and that moment of distraction allowed the Lizard to pounce on him. Again, the Lizard tried to make a meal out of his prey, while Spider-Man blocked the literal Jaws of Life lest he became a snack. The wall crawler noticed that he and the Lizard were inching closer toward the giant gear.

"That's not good; in fact that's way bad!"

In desperation, Spider-Man placed his feet on the Lizards' chest and tried to shift his body. The Lizard closed in and snapped his jaw shut, narrowly missing his prey's head. Spider-Man used that moment to his advantage, shifting his body and flipping the Lizard up and over him. The Lizard slammed into the rolling gear, the impact demolishing it and throwing the Lizard into the water. Spider-Man rose to his feet and saw no sign of the Lizard. For a moment, Peter feared he might've killed the former Dr. Connors. But then the Lizard slowly climbed out the water and onto a ledge with a doorway leading to another room.

"Don't think that I'm beaten yet, mammal," said Lizard. As soon as he retreated into the new room, Spider-Man followed close behind. The web slinger entered a spillway, quickly finding the Lizard scaling the wall towards the ceiling. Once there, the Lizard turned his reptilian head back toward Spider-Man. "This is not over, flesh bag."

"Okay, now that really stings." Spider-Man said.

The Lizard started pulling on a massive cover leading into a spillway, and that spillway in turn led to the streets above. Spider-Man had to do something right now to stop the Lizard from reaching the surface. He swung and climbed up the spillway, finally reaching a catwalk with two pressure valves on either side. Spider-Man latched two web lines to the valves and began to pull with everything he had in his body. The Lizard was just about to open the cover as Spider-Man finally succeeded in his attempt. Just as the Lizard opened the cover to its full extent, a massive waterfall slammed right onto him. The frantic beast fell several feet down the spillway, after which Spider-Man followed. The web slinger descended to the bottom but saw no trace of the Lizard but as the cascade of water receded, he noticed that a grating was damaged. Spider-Man investigated the damage to the grate; it became clear that the Lizard had disappeared. For now at least.

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The fashion show had long since ended and most of the guests had gone on home for the evening. Only a skeleton crew remained to clean up the setup, the runway and whatever else needed to be cleaned. Standing outside the ballroom, Mary Jane waited patiently for a cab, although she was slightly apprehensive about that. Why shouldn't she be? The last time she took a cab, she ended up suspended eighty stories in the air, courtesy of Eddie Brock. Just the thought of that lunatic sent a chill down Mary Jane's spine. The arrival of a black limousine snapped Mary Jane out of her trance, and then Roderick Kingsley came into view.

"That was very well done up there, Ms. Watson," he said. "You impressed quite an assortment of onlookers tonight."

"Oh, uh thank you, Mr. Kingsley," said a somewhat distracted Mary Jane. "I have to admit that I was a little nervous went I went out on that runway."

"Well, that's to be expected; but it becomes much easier over time," said Kingsley just as his chauffer opened passenger door. "By the way; where's your photographer friend?"

Mary Jane had to think quickly. "Peter? He had some business down at the Bugle."

"That seems typical of a man that puts his work before his friends." Kingsley said.

"With all due respect, Mr. Kingsley," Mary Jane said in defense of Peter. "Not everyone has all the time in the world; Peter is devoted to his work but he still makes time to spend with his loved one."

That's a very interesting argument, Ms. Watson and I do apologize," Kingsley said. "Anyway, I should be on my way as well; I have much of my own work that needs completion. I'll see you next week for the photo shoot."

Mary Jane nodded in the affirmative toward Kingsley, just a few moments before he entered his car and rode off. Soon after, a bright yellow cab pulled up in front of Mary Jane, and with some reluctance, she entered the vehicle. Mary Jane was pretty ecstatic about the upcoming photo shoot, but at the same time, she was somewhat wary of Roderick Kingsley. Sure, he seemed like a well-mannered, intelligent gentleman, but Mary Jane's intuition told her that something was amiss with the man. Mary Jane mentally slapped herself for thinking so ill about something, but then again, she had more than enough reason to do so.

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Mary Jane could never fathom just how right she was, for Roderick Kingsley the fashion designer was just a front for the real man. In reality, Roderick Kingsley was a ruthless criminal whose fortune was the result of many ill-gotten gains. Everyone that associated themselves with Kingsley was most likely left to rot in prison, or maybe worse. Hell, Kingsley would probably stab his own mother in the back to get what he wanted. Kingsley sat comfortably in the back seat of his car, where he suddenly received a call on his phone.

"This is Kingsley, what did you find," there was a pause. "Well keep searching for some kind of information; I want to know everything about the previous owner of the house. That includes his dirty little secrets."

Kingsley ended the call right there, after which he pulled a black case up from the floor. He opened the case to view the contents within; sketches and blueprints of "certain things." Kingsley than pulled out what appeared to be a photograph of the "previous owner." Peter Parker would have recognized the man in the photo instantly, but Kingsley knew him just as well.

Kingsley whispered, "What do you have to hide, old man?"

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Peter threw himself onto his rickety bed in his equally rickety apartment. Well, it wasn't as bad as in the past. Mr. Dichovich actually came through to fixing the door and shower head, although he still demanded the rent every so often. Peter had practically tossed his now rancid costume into the basket; thank God he had a spare costume. Peter sat up on his bed, hands on his knees and deep in thought. He came to reach over the dresser drawer and picked a picture of himself, Aunt May and of course, the late Uncle Ben.

_Why does everyone I know and love, have to suffer because of me; Uncle Ben, Mary Jane, Harry, Mr. Osborn and now Dr. Connors? _

Peter placed the picture back on its resting place before settling himself into bed. He laid there with his hands behind his head, staring up at the ceiling for what seemed like a life time. His thought once again drifted toward all of the villains he'd fought and beaten. Now he's faced with an enemy that was also his mentor and friend in Dr. Connors. Peter felt his eyelids becoming heavy and before long, he was dead to the world. Hopefully, the next day would bring some much needed promise.

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Meanwhile back at the school, Ned Leeds managed to sneak back in despite Spider-Man's previous warnings. This kid was determined to find something of value, and that something was literally at his feet. Ned looked down, spotting a video camera on the floor and picked it up. Ned thought about how the police could've missed something so important. Figuring this could be the valuable asset he might need; Ned took the tape out of the camera and soon enough, left the scene.

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Down in the sewers, a tiny rat floated up stream on a chunk of debris. Then without warning, the rat vanished beneath the surface, after which a scaly back jutted in and out of the water.

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Authors' note: Finally I got another friggin' chapter done. This writer's block is just killing me. Don't forget to read and review. Peace out! 


	5. Sting of the Scorpion

Disclaimer: Like I've been saying countless time before, I don't own the rights to Spider-Man or the supporting cast. They belong to Marvel Comics.

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Chapter V

Sting of the Scorpion

It seemed like weeks since Dr. Connors transformed into the monstrosity called the Lizard, although it's only been somewhere over seventy-two hours. Like any good little nerd, Peter had his egghead buried in a textbook trying to learn whatever he could. Okay, maybe any good little nerd with spider powers but how many of those were around these days? Only one if Peter counted himself! Peter had tried to convince Connors to help him find a cure for his mutation, but it seemed pretty obvious that the Lizard was more intent on tearing Spider-Man apart that night. Peter wasn't going to leave Connors to that fate, not after everything he, as Spider-Man, had endured. So here he was, studying a book on reptilian DNA and anatomy, but he understandably had more questions than answers. Peter leaned back in his chair, sighing in frustration.

_I'm not getting anywhere with this. I need another lead if I'm going to save Dr. Connors from himself._ A sudden knock on his apartment door brought Peter out of his thought process. "Come in, it's open."

The doors opened and Mr. Ditchovich's daughter Ursula popped her head through the crease. "Hi, Pete; you've got a phone call; it's Mary Jane."

"Thanks," Peter said. He headed out of his room into the stairwell where the telephone was, with the receiver on top of it. "Hello, M.J?"

"Hi Peter; I got a little concerned when you didn't call me last night. I thought that maybe…" Peter didn't need a spider-sense to know what M.J. was about to say.

"Don't even think that, Mary Jane," Peter said. "You knew I could handle myself in those situations."

"I guess so," said Mary Jane. "Maybe I am worrying too much, but at least I have good reason. Anyway, I've been asked to appear later this weekend for a photo shoot; thought you'd like to be there."

"I suppose I can try to see you then."

"Don't make promises you can't keep, Peter. But if you're able to, I'll at least feel a little better."

"Why, is something wrong?" Peter asked.

"Maybe," said Mary Jane. "You already know about Mr. Kingsley; honestly, there's something about him that worries me. I've got to go now, Peter. We'll talk later."

"Okay, bye!" Peter hung up the phone and started back to his apartment. No more than three seconds later, the phone rang again and Peter answered. "Hello?"

"Hey Parker, it's Ned Leeds; I'm down at the Bugle. Listen, I got something you might want to check out. It might hold some clues as to the whereabouts of your teacher."

"Okay, I'll be at the Bugle as soon as I can."

Peter hung the phone once again before returning to his apartment. Normally, he'd head downstairs, hop on his scooter and ride down the city streets to the Bugle. But the blasted thing was out of gas, so Peter did the next thing. As he started getting into his costume, the police scanner on Peter's dresser blared to ever-so annoying life. As always, the scanner was keyed into only the direst of situations and by listening to it, Peter would be on the case. Part of him thought the Lizard was on another topside rampage; imagine his surprise when it was a report of some nutcase in a costume. According to the report, the guy was holding the police at bay in a major standoff on 5th. Avenue. Peter didn't waste any time pulling on his mask and bounding out the window to the source of the chaos.

--

Several squad cars converged on the anarchy on 5th. Avenue, where several other vehicle were either overturned or ablaze. Or both! The boys in blue took cover behind a couple of the cars, all the while one car was literally sailing through the air. Coming out of hiding, the police opened fire on the rather large humanoid arachnid that at one time was Mac Gargan. But no longer was he totally human, and no longer would he tolerate the interference of the New York Police Department. Gargan was on the assault for one reason, and he pointed and aimed the massive cybernetic tail and fired a blood red laser blast at the hapless police. The blast impacted one of the cars and there followed a huge explosion, leaving several cops wounded and other more severely.

"I don't have the time or patience to deal with you peons," he shouted. "I want that damned bug and I mean right now."

"Ask and you shall receive!" said a familiar voice. Gargan turned to find Spider-Man clinging atop a street light. "So what exactly are you suppose be?" Gargan extended a super sharp blade on either forearm.

"Call me Scorpion!"

The man called Scorpion lunged wildly at Spider-Man, who immediately leapt out of harms way onto the far wall. The psychopathic arachnid-themed man tore that same street light out of the ground and hurled it at the web slinger. But his aim was kind of off and the post was headed for a group of civilians. Spider-Man created a web net that snagged the post in midair, giving the people some time to get out of the way. Before he could react further, Spider-Man spotted Scorpion scaling up the side of a building toward the roof. Why? To lure him was the only answer, and Spider-Man followed. At least there wouldn't be any innocent people to get caught in the way.

--

Coupled with the usual insanity of another busy day, the Daily Bugle was buzzing about the chaos from downtown. Meanwhile, Robbie Robertson had been trying to reach Mr. Jameson for the past 24 hours. Robbie knew Jonah for years; not once has Jameson ever not been in the building. It was uncharacteristic at best on Jameson's part. Robbie asked Betty to check with Mrs. Jameson to see if the boss was home; since when would Jameson _want_ to be home? Betty soon received a call on her desk and answered; after that she was handing over to Robbie.

"Robbie, it's the boss; he wants to talk to you."

"Hello, this is Robbie Robertson at the Daily Bugle." Robbie suddenly pulled away when Jameson's voice boomed out of the receiver.

"Robbie, its Jonah! What's the situation at the building?"

"The usual: everybody's running at a frenetic pace," Robbie quickly answered. "Where the hell are you?"

"I'm away on business," Jameson answered. "You're in charge until I get back."

"What're you talking about, Jonah," Robbie asked in protest. "There's another costumed maniac running loose in the city, and Spider-Man's going after him."

"Good, maybe the new guy will take that webbed wacko down a peg," Jameson blurted. "I gotta go." Robbie looked at Betty dumbfounded. "Since when is Jonah so secretive?"

--

Spider-Man stuck to the surface of a water silo that stood atop the building he'd just climbed. There was no sign of the lunatic newcomer that was once Mac Gargan, now known as the Scorpion. As Spider-Man scanned the area, his spider-sense blared to life and he leaped off the silo, miniscule second before the Scorpion drove his clawed fist into the wood. Spider-Man landed several feet from the silo, while the Scorpion impacted into the ground below.

"Okay, bug boy," Spider-Man acknowledged his new found foe. "What did I ever do to you to tick you off?"

"You humiliated me you little piece of crap," Scorpion spat out. "You made me look like a damn fool." Scorpion whipped his massive cyber-tail at Spider-Man, who dodged the resulting blow.

"Really?! Was that before or after you put on that god-awful outfit?" Spider-Man clung to a far wall. "Then again, I've seen guys wearing skin-tight rhinoceros costumes so I guess it's not all bad."

"SHUT UP!"

The Scorpion leaped toward his wisecracking foe with a faster speed than Spider-Man predicted. Spider-Man still managed to dodge his attacker, fired two web lines and snagged his armored back. Scorpion still was able to use the sickle end on his tail to cut through the lines, and the momentum sent Spider-Man to the ground. At that point, the web-slinger knew that this Scorpion guy really meant business and cracking jokes was just pissing him off. Scorpion landed on the ground across from Spider-Man and pointed the tail end toward him. The tail fired a rapid stream of laser blasts, one after the other, at Spider-Man. The ever-agile web-slinger dodged and weaved in between shots, then fired a web line at the at the tail. The Scorpion proved not only to fast, but strong. He quickly whipped his tail upwards into the air, taking Spider-Man with it.

Spider-Man thought, _Okay, this isn't good!_

With Spider-Man at his mercy, the Scorpion swung his tail wildly until the web-slinger was literally catapulted off the roof of the building. Below, there was a gasp as a crowd of spectators' watched Spider-Man soar off the roof. The quick-thinking wall-crawler fired a web-line that snagged another wall to save himself for turning into a red and blue smear on the street. Spider-Man swung directly over the gasping crowd as he around the building to the other side. Atop the roof, the Scorpion waited for his foe to reveal, and he didn't see Spider-Man soaring right at him from behind.

"Hey ugly!"

The Scorpion turned around to receive two feet in his face from Spider-Man, the blow sending him over the edge. Not to be outdone, the Scorpion snagged one of the web heads' legs and brought him down along the way. The crowd gave yet another gasp as the arachnid pair slammed into the side of the building and stuck to it. The Scorpion extended his blades and swiped madly at Spider-Man, who dodged and weaved to avoid the blows. Spider-Man blocked one of the blades, then the other, and then flip kicked the Scorpion in the face. Still, the Scorpion proved relentless as he swiped at Spider-Man with his cyber-tail.

--

Meanwhile at a undisclosed location, Jameson and Prof. Stillwell were watching the live video feed from the lab where the Scorpion was created. Jameson in particular cringed at every blow delivered between the two.

"C'mon, Gargan! He's making you look like a damn fool."

"You are aware that he can't hear you through the television." said Stillwell.

"Hey, I get more than enough lip from my people at the Bugle," Jameson snapped back. "I don't need it from you, Stillwell," Jameson pulled away from Stillwell and pulled on his coat. "Now, if you'll excuse me."

"Where are you going in such a hurry?" asked Stillwell.

"Where do you think," Jameson snapped again. "I wanna be there when Gargan unmasks the bug."

"Are you insane, Jameson," Stillwell exclaimed. "Those two are tearing into each other and people could be seriously hurt; if they aren't already."

"Yeah, well violence sell papers and I want a front row seat for the grand unmasking and humiliation of Spider-Man."

Prof. Stillwell admittedly never knew J. Jonah Jameson all that well; only by his unscrupulous reputation as the Editor-in-Chief for the Daily Bugle. Granted, Stillwell knew that Jameson was Spider-Mans' biggest critic. It just never really occurred to him how far Jameson would go to ruin Spider-Man.

--

Spider-Man continued with hard punches to the Scorpions' face until the far larger arachnid head butted him away. The Scorpion snagged Spider-Man around his waist with his cyber-tail and lifted him high. Then he slammed the wall-crawler hard into the brick wall of the building, front to back, before attempting to fling him away. Spider-Man returned the favor from earlier in the fight, snagging the Scorpion with a web-line and practically ripping him off of the wall. The momentum carried both foes through the air, until Spider-Man used a new web-line to anchor himself. The Scorpion didn't have that same luxury, as his own momentum could him to use his grip on Spider-Man. He fell all the way toward the street, crashing onto the roof of a parked SUV. Spider-Man clung to a wall, watching as the Scorpion rolled off the destroyed car onto the street.

"Okay, seriously pal," he said with renewed vigor. "It's pretty obvious you've got a grudge you wanna settle. But let's got somewhere else it's just you and me."

"I could give a damn less about them," said Scorpion. "I've got a job to do, and if they're in the way, that's their problem."

The Scorpion aimed and fired his laser blasts at Spider-Man, who managed to dodge the attack. However, the debris caused by the blast was sent hurtling toward the on-looking crowd. Spider-Man had to act quickly; he fashioned a web net above the group of people to protect them. The debris fell harmlessly into the net, giving the group time to evacuate. Before he could react further, Spider-Man had a titanium tail wrapped around his arms and chest. The Scorpion took advantage of the distraction and yanked Spider-Man into the air. With his arms pinned against his sides, Spider-Man couldn't swing away, and that's how the Scorpion wanted things to be. The Scorpion whipped Spider-Man from side to side, into one wall and then into another. This went one for several minutes until Spider-Man was almost unconscious, and then the Scorpion slammed the defenseless hero into the street. With Spider-Man laid out on the street, the Scorpion felt an air of satisfaction as he sauntered over and dragged the hero upright by his neck.

"Not so tough now, are you," Scorpion gloated to the near unconscious hero. "Now it's your turn to be humiliated."

Holding the defenseless hero by his neck, the Scorpion reared his free arm back and extended a one razor sharp blade. He was licking his chops at the opportunity presented before him. Just as the Scorpion was ready to deliver the killing blow, he suddenly began to convulse and dropped Spider-Man to the ground. The Scorpion grasped his torso in excruciating pain, as if an Alien Chest Buster was preparing to emerge from within. He staggered back from the just now recovering Spider-Man, who caught a glimpse of his foes' apparent chest pain. The Scorpion doubled over onto his knees, saliva protruding from his mouth.

"What's happening," Gargan, not Scorpion, wondered aloud.

He glimpsed his gloved hands and saw that they seemed to be becoming sharper than normal. Gargan shifted to the side and saw his reflection in a car window, and it didn't look right in the least. His teeth were becoming hideously jagged and his eyes were split down the center and turned a sickly yellow. Gargan's skin was change to a pale white color and he back away from the sight of what he'd become.

"What've they done to me," he wondered aloud again. "They tricked me into this; they didn't say this would happen." Spider-Man could hear him plain as day and slowly approached the Scorpion.

"Who, Scorpion," he asked. "Who did this to you?"

"STAY AWAY FROM ME!" The Scorpion wildly swung his tail at Spider-Man, who had no time to evade and was sent crashing into a store window.

"Okay, that hurt," The web-slinger sat up and noticed the store owner, his face with shocked expression. "Sorry my bad!"

Spider-Man picked himself up off the floor, shook his head to clear it and bounded back out into the open area. When he got there, Spider-Man saw no sign of the Scorpion; he was long gone. Spider-Man surveyed the damage done earlier by the Scorpion, where several police officers tended to the wounded. Seeing as there wasn't much he could do at the moment, Spider-Man leaped into the air and swung off into the distance. Just moments after he disappeared, the vehicle driven by J. Jonah Jameson arrived at the crime scene. Jameson stepped out and surveyed the damage himself, realizing that maybe, just maybe, he'd made a mistake. And he might be too proud to admit it.

--

Peter landed atop the roof of the Daily Bugle, where he removed his mask and sat down. It amazed Peter on how many villains he'd battled over the year since the day that spider bit him. Now two more psychos in the span of three day; what's the world coming to?

"I've said it before and I'll say it," Peter told himself. "Where do all these guys come from?"

* * *

Author's note: OH MY GOD! I am sorry for the delay. That was unacceptable on my part. Chalk that delay up to Writer's Block yet again. Anyway, review and read and all that. Hopefully, I won't delay the next chapter. Peace out, kids!


	6. Need to Know Basis

Disclaimer: As usual, I don't own the rights to Spider-Man or the supporting cast or the villains. They're the official property of Marvel Comics.

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Chapter VI

Need to Know Basis

By all rights, 5th Avenue looked like a proverbial war zone between rival gangs. Okay, more like a war between two arachnid-themed rivals. The NYPD had the area, which they dubbed "ground zero," quarantined to prevent the bystanders from interfering in any way. That didn't stop the news crew from attempting to get the full story. So far, not one officer stopped for more than a nanosecond to even glance at one reporter, leaving said reporters to simply speculate. It was the same deal at the Daily Bugle, except that the numerous televisions displayed scene of the previous battle between Spider-Man and the Scorpion. The images made some people cringe, while others tried to go about their business. In the case of the just arriving Peter Parker, it was hardest for him to watch himself getting thrashed by the arachnid maniac.

_Next thing you know, I'm going to fight a goofball with a fish bowl for a head! _Peter thought to himself.

"Hey, Pete!" Peter turned to spot Ned Leeds approaching. "Didn't think you'd make it with all the chaos downtown. You okay?"

"Yeah; I had to take another route to avoid the 5th Ave incident," Peter said in half-truth, which insured that Ned wouldn't know his real method. "You said you had something you wanted me to check out."

Ned led Peter out of the still hectic offices of the Bugle, all the while missing the sudden arrival of Mr. Jameson. The often boastful workaholic removed his hat and literally breezed passed Robbie Roberson and stormed into his office. The always reliable city editor had known Jonah for years and he could almost sense when something was wrong with the boss. Robbie entered Jameson's office, where Jameson had just hung his coat up on the nearby hanger and sat down behind his desk.

"Jonah, where've you been? We've been trying contact you since early this afternoon."

"Nowhere in particular," said Jonah in his usual snapping dialog. "I was just out on business like I told you over the phone."

"Are you even aware of what's happening out there," Robbie asked. "There's a maniac loose in the city. Spider-Man was barely able to drive him off. And what's this "business" you keep talking about?" Jameson immediately rose from his chair in a confronting matter, more forceful than any manner in the past.

"It's personal business that's on a need to know basis only, Roberson. You keep on questioning me about it and so help me God, you're fired." Jameson's tone was so loud that the whole office, every corner stopped short. It was as if time came to a screening halt. Betty Brant didn't even bother to warn her boss about his blood pressure.

"Okay, Jonah," Robbie said, hands in front of him in defense. "You've got a lot on your mind, so I'll leave you alone," Robbie slowly turned and opened the double doors to exit, but he turned back toward Jonah. "I'm your friend, Jonah. I'm sure you'll talk when you're ready."

"Don't hold your breath, Robertson."

Oh yes, Robbie could easily tell that something was bugging Jonah in the worst way. The term "bugging" for once had nothing to do with Spider-Man. Or maybe it did, who knows? That was the problem. Meanwhile in the A/V room of the Bugle, Peter and Ned were busy setting up a monitor for their own. Peter wondered exactly why Ned was being so secretive, almost like Peter would be about his own nightly endeavors. With the equipment set up, Ned made sure to lock the door to prevent any interruptions. For a brief moment, Peter feared that Ned was coming on to him. Thankfully, that wasn't the case when Ned pulled a black video cassette out of his backpack. Now, Peter feared something even worse.

_Oh no,_ thought Peter in fear. _He couldn't have found out I'm Spider-Man. Could he?_

"A couple nights ago, when Spider-Man was chasing that Lizard thing," said Ned. "I kind of snuck back into Dr. Connors lab and I found this cam on the floor. I can't understand why the police missed it but…"

"What did you find on that tape?" Peter asked, secreting wondering why Ned didn't listen to him that night.

"I've watched the video a dozen times or so," Ned said, all the while loading the tape into the VCR. "I figured you want to see this, considering you relationship with Dr. Connors."

Peter and Ned stepped back a couple feet from the monitor as it started playing the tape. A clear picture of Dr. Connors came into view, where he started his explanation shortly before he injected himself with the serum. There followed the horrific transformation of Connors into the Lizard. The cam was knocked to the floor during that time, but it still caught the image of a reptilian foot and a long tail whipping back and forth. All this ever really did was confirm what Peter Parker already knew.

"You didn't show this to Mr. Jameson?" Peter asked.

"No. Like I said, I wanted to see this video beforehand," Ned answered. Peter practically stared daggers into him. Ned, in his best sheepish voice said, "I was going to show it to the boss. Of course, I've to have digitized it into CD format and all that stuff."

"No, Ned! You can't do that," Peter protested. "You can't just write Dr. Connors off like he's a retraction."

"I got a news flash for you, Parker," Ned snapped. "Dr. Connors isn't what he used to be. I know he was your professor and friend but I got a job to do."

"He's still my friend, Ned," Peter snapped back. "If you do this, it could ruin him and expose his whole family to the media."

"I'm sorry, Parker," Ned apologized. "But I'm journalist and a reporter. It's what I do."

It seemed as though Peter's life just pulled a 180 and went back to the worse days, when he seemed to be losing everything. It was pretty clear that young Ned Leeds was determined to go through with his personal mission. Peter left the A/V room in frustration and stormed out of the offices of the Bugle. It seemed like Eddie Brock all over again, trying to ruin another's life, which in the end bit him in the rear. Peter believed that Ned was a well-meaning guy, but Peter also knew that Ned was wrong in his plan. As much as he didn't want to admit, Peter knew he couldn't dissuade Ned Leeds. But he did know someone who could.

--

Prof. Stillwell watched the afternoon news intently. He listened even more intently to the reports of the earlier insanity that the Scorpion had perpetrated. Stillwell really blamed himself for the role he'd played in the creation of that monster. J. Jonah Jameson certainly had a hand in these developments, though he'd have kept tightlipped about it. Stillwell would too but the fact was, sooner or later, they'd both have Hell to pay. Stillwell was actually so focused on the news that he failed to notice several of the security monitors suddenly go out, while other showed officers being tossed about like rag dolls. In any normal situation, that was clearly bad news for Stillwell.

"My god, what've we done Jonah?" Stillwell whispered to himself. Almost as soon as he uttered those words, Stillwell was thrown off his feet by a sudden rumble. Then the far wall collapsed and the Scorpion emerged from the debris.

"Stillwell!"

Scorpion searched frantically for Stillwell, finding his crawling desperately away from him. He leaped onto and scaled across the wall faster than Stillwell could move across the floor. Stillwell literally clawed his way toward the only doorway out of the lab, as the only other way out was out the window and the lab was four stories up. The horrified professor made it to the exit but he perhaps unintentionally turned around to see if the Scorpion was still there. There was no sign of the Scorpion and for that moment, Stillwell believed he was in the clear. That was until he turned back around and Scorpion was right there in front of him. Scorpion wrapped up Stillwell with his cyber-tail like it was a boa constrictor, and Stillwell was struggling to breathe.

"You little white coat bastard," Scorpion snarled. "What the hell did you do to me?

"Please…Mr. Gargan," Stillwell pleaded while gasping for air. "You must…try…to calm down."

"CALM DOWN?" Scorpion shouted in protest. "Look at me, Stillwell! Look at my face. You never a damn thing about something like this happening."

"Gargan, it's just a minor side effect of the DNA transfer," Stillwell gasped. "But give it time to run its course. You'll get used to it."

"I don't want to get used to it," Scorpion shouted even louder. He drew Stillwell in closer so they were face to face, one normal and the other grotesque. "Fix me, Stillwell! Change me back; I wanna be Mac Gargan again."

"I can't," Stillwell said even as he was losing breath. "You've just destroyed the necessary equipment when you crashed through the wall. It'll take years to replace it all."

"I can't wait that long; I have to…" Scorpion started to say when he felt intense pain in his sides. His grip on Stillwell weakened a little bit before that suddenly tightened. "You lying piece of scum!"

Rearing back the giant cyber-tail with the hapless Stillwell in its grip, Scorpion violently tossed the poor man clear across the room. Stillwell sailed through the air, not landing on the floor but right into a set of electrical equipment. The resulting impact sent sparks of electrical wires flying every which way. It did worse for Stillwell, who lay in a motionless heap and his eyes remained opened but unmoving. It was at that moment that Scorpion realized he was truly doomed to remain trapped in the suit. He approached the broken body of Stillwell, looking down at it with malice.

_If you won't gimme back my life, I'll find somebody who will._

--

Ned Leeds really wasn't a bad person, not like most other people in the world. But as a reporter and journalist of the Daily Bugle, he had a responsibility to the general public to reveal the truth. No matter what the cost may be. Still, Ned was quite sympathetic to the plight of Peter Parker and couldn't blame him for protest Ned's intentions. Had the roles been reversed, Ned would've done the same thing. That wasn't the case, obviously. So as Ned Leeds rounded the corner to converge on 32nd. Street, he was suddenly jolted up into the air, something pulling on his denim jacket with moderate force. Ned soon found himself at least three stories above the ground, and he let out a small shriek when he found himself staring into the lenses of the mask of Spider-Man.

"Man, you scream like a little girl," joked the web-slinger. "Does that come from your mother's side of the family?"

"Don't hurt me, okay," Ned begged. "I haven't done anything illegal; I swear."

"Relax, Leeds! I'm not going to hurt you," Spider-Man said reassuringly. "But you might wind up hurting someone else; namely Dr. Curt Connors if you expose him as the Lizard."

"How did you know about that?" Ned asked.

"I couldn't help overhearing your little spat with that Parker guy," the web head answered. "Granted, I don't like him but he does make me look good in his photos. My point is Parker holds Dr. Connors in high regard, and I promised him I'd find a way to bring him back."

"Look, Spider-Man, I'm not blind to Peter's issue with me about Connors," Ned said. "But this is my job to keep the public informed, and you'd probably do the same in my position."

"Have you looked at the position you're in," Spider-Man asked regarding Ned being way up in the air. "In all seriousness, I wouldn't try to further my own career at the expense of someone's livelihood."

"Alright, Spider-Man; you've made your point," Ned sighed in reluctance. He reached into his backpack and pulled out a CD, handing it to Spider-Man. "I copied the video onto this CD and destroyed the original tape; take it. Tell Parker, I didn't want to cause his friend any more trouble than he's all ready in."

"I'll make sure Parker gets the message, Leeds," said the web slinger. "Thanks!"

Spider-Man started lowering Ned Leeds slowly toward the sidewalk below. Underneath the mask, Peter breathed a sigh of relief. He was initially concerned that Ned Leeds would tarnish Dr. Connors' name and quite frankly, that's the last thing he would ever need. As soon as Ned was safely on solid ground, Spider-Man fired off a web line and swung away into the distance. Ned sighed in frustration as he watched the hero soar away among the buildings, then he felt a slight rumble in his pants pocket. Ned pulled out a cellular phone, with the small screen reading "unknown caller." Most people would be tempted to just ignore the call altogether, but Ned knew full well who was one the other end of the call. Ned took the phone in hand and hastily answered.

"What!?" Ned answered, followed by a pause. "I haven't learned anything else your guy, other than the fact that he died a few years ago." _(pause) _"As for the house, you can go tour it yourself for all I care. If you want more info, why don't you dig him up yourself?" _(pause) _"You already bought the place? _(pause)_ "Fine, then you don't need me anymore. Goodbye!"

Ned snapped the phone closed and stuffed it back into his pocket. He breathed a sigh of relief but whoever it was he spoke to moments ago left him shaking. The unknown caller as he was never revealed too much about himself. He only spoke of "the old man" but there wasn't anymore to that. Ned pondered exactly why the caller was so interested in this particular individual, dead or not. All Ned had to go on was the name of said individual, and that would've had to do.

* * *

Author's note: Finally; another chapter done and out of the way. I've got to do something about this writer's block because it's killing me. Anyway, don't dare forget to read and review. Peace out!


	7. Wishful Thinking

Disclaimer: (In a whispering tone) Hey, guess what? Spider-Man and friends (and enemies) are the property of Marvel Comics. (In a loud, obnoxious tone) SO DON'T EVEN BOTHER ASKING!! Too much?

* * *

Chapter VII

Wishful Thinking

It was well into the evening hours upon the city streets of New York, yet the neon lights of Times Square kept things very well illuminated. The same couldn't be said about the sewers, which were left in near total darkness at least ninety-five percent of the time. It really didn't matter one way or the other to the Scorpion, considering his current state of mind. Here he was; rummaging through the disgusting cesspool of the NYC sewer systems, a man trapped in a high-tech battle suit and slowly changing into a freak thanks to two people. One of them, Prof. Stillwell had already gone the way of the Dodo and the other, J. Jonah Jameson, was soon to join him. But what then? Scorpion wasn't the scientific genius that Stillwell was and the only known person who could help him was missing in action. As Scorpion continued through the foul sewer, he suddenly felt as if he were being followed. He made a complete about face and saw nothing. Was his condition so horrid that he'd become paranoid?

"Who's there," he demanded. "If that's you bug boy, I'm gonna melt you webbed face off," No response came, other than Scorpions' echo. "Gees; for all I know it's just the alligators in the sewers."

Almost as soon as he said it, a geyser of water burst up behind Scorpion. From within said geyser, the Lizard appeared behind Scorpion and just as quickly, dragged him under the water. Several moments passed before Scorpion was tossed out of the water and into a wall. The Lizard followed and went on the attack. Scorpion put up one arm on instinct, holding back his attacker who was now snapping his scaly snout in front of him. Using his free arm, Scorpion managed to knock the Lizard away from his him. The Lizard was not deterred and he attempted another attack. Scorpion immediately swung his cyber-tail and connected dead on, knocking the Lizard into the water. Again, the Lizard reemerged but Scorpion had had enough.

"I don't need this crap. I gotta find that Connors guy so he can change me back."

"CONNORS!" the Lizard screeched. "That lowly monkey doesn't exist anymore."

"What did you just say," Scorpion demanded. "You didn't kill him, did you?!"

"That depends on your meaning of the word," the Lizard said rather cryptically. "In truth, I _was_ Connors, until fate had revealed its plans for me."

"Looks like you got it worse than me." Scorpion said.

"To the contrary, my half-robotic friend," said the patronizing reptilian. "I have evolved into something far more than just human. Just like you."

"You call this evolved," Scorpion snapped in regards of his current state. "You may be all stoked about being a friggin' dinosaur, but I just wanna be plain-old Mac Gargan again. End of story." Scorpion turned and was set to vacate the area.

"If that is your wish, to become a mere human again," Lizard whispered, just loud enough for Scorpion to hear and stop dead in his tracks. "I might be able to help you; provided you can help me." The Lizards' words seemed to pierce into Scorpions' head like daggers, and the latter of the two turned toward the former.

"What do you me to do?"

--

Mary Jane waited somewhat anxiously for Peter to arrive at the studio for her photo shoot. She was quite nervous to speak the truth and her feelings were mixed about the whole thing. Part of her thought about the myriad of reactions she'd receive from her loved ones. Mary Jane thought about what, maybe, Harry Osborn would've said about it. He would've given his full support and told her to sweep them off their feet. That was what Mary Jane missed most about Harry, his "other side" notwithstanding. Mary Jane's thoughts then trailed toward her dad. He most likely would've gone to the greatest lengths to bring her down. But Peter Parker, not Spider-Man but just Peter himself, would continue to stick with Mary Jane through thick and thin. So what if he got there late; that was nothing new. Roderick Kingsley approached Mary Jane from behind, placing his hand on her shoulder and causing Mary Jane to feel uneasy.

"Is everything alright, Mary Jane?"

"Yeah," Mary Jane answered. "I'm just waiting for Peter to show up?"

"Did he say he'd be here today?" asked Kingsley.

"He promised."

"Promises are easy to make, but hard to keep," said Kingsley. "Your photo shoot is about to begin. If Peter does arrive, I'll be sure to point him in your direction."

Mary Jane took Kingsley's words in reassurance, but that didn't shake the bad vibe she got from this seemingly harmless gentleman. He was downright creepy; as in Norman Osborn creepy. Music began blaring out of a nearby stereo that was turned to its highest volume level. Mary Jane started striking numerous different poses in numerous outfits for the cameraman, shot after shot where the best ones would be featured on magazines in newsstands throughout New York. Pose after pose, Mary Jane sometimes glanced toward the exit for a split second to see if Peter was just arriving. It was possible that Peter, or rather Spider-Man, might be detained by some random emergency. By the time the cameraman stopped to reload, Mary Jane again glanced toward the entrance; still no Peter.

_Where are you, Peter?_

An hour flew by; Peter Parker finally made it to the photo shoot but it turned to be too late. Mary Jane had finished her shoot and Peter was now kicking himself for letting her down. Sometimes, he thought he had an easier time saving Mary Jane from the likes of the Green Goblin or Doc Ock or even the symbiote controlled Eddie Brock. Peter roamed around in search of Mary Jane, hoping that at least he could apologize for his ineptitude. Not that he really was inept, but his double life as Spider-Man often made things difficult. Peter finally found Mary Jane packing her belongings, but now she hardly glanced his way.

"Mary Jane." Peter called out.

"Took you long enough to get here," Mary Jane said without even lifting her head to look at Peter. "At least you came to at least say hello."

"I'm sorry, MJ," Peter said. "I got hung up at the Bugle, Jameson's been on my back about more pictures and…"

"Peter, don't stand there making excuses," Mary Jane scalded Peter rather uncharacteristically. "If you can't make it to something as trivial as a photo shoot, then you shouldn't even bother."

"Okay, I deserve that," Peter said. "I can do better. I promise I'll be at your next shoot."

"Don't make promises you can't keep, Peter," said Mary Jane. "I have to go now."

Peter watched Mary Jane walk out the double doors that was the exit, wondering what had gotten into her lately. It was like someone took Mary Jane away and replaced her with a clone that was slowly falling apart. Granted, Peter had been off the wall (literally) as of late, but Mary Jane didn't need to give him the around. Nobody's perfect, right? Peter himself was about to leave the building, maybe going to do some web-slinging to clear the cobwebs. (No pun intended) Just as he reached for the door, his spider-sense went off. Peter the door as it was coming right at his face. Roderick Kingsley emerged from the other side.

"Mr. Parker," he said surprised. "I didn't see you there. If you came to watch Ms. Watson, you're a little late for that."

"I tried to get here on time for the shoot but I got hung up," Peter explained. For some reason, his spider-sense wouldn't stop blaring, even though there was no real danger. "Things get pretty hectic at the Bugle."

"Indeed they do," Kingsley concurred. "But that shouldn't really stop someone like you from attending something on behalf of a loved one, even if they take pictures of a web-spinning vigilante who has no right taking the law into his hands."

"Mr. Kingsley, I wasn't prepared to talk about Spider-Man or distain of him."

"My point is Spider-Ma is a loose cannon in red and blue, and sometimes black spandex," Kingsley said. "If I had my way, Spider-Man would've been dealt with long ago. I strongly suggest to you Mr. Parker that you find a new line work. Otherwise, Spider-Man could get you killed." Kingsley had gotten his word in and started to leave.

"I don't understand, Mr. Kingsley," Peter said, feeling compelled to learn more. "What do you have against Spider-Man? What did he ever do to you?" Kingsley stopped.

"He was born." he answered without even turning around.

Roderick Kingsley continued on his way until he was out of sight, and Peter's spider-sense had finally stopped. Peter wondered why Kingsley would set off his spider-sense when he didn't seem dangerous. At least not on the exterior; something about Kingsley worried Peter to no end. He was hiding something was the slick fashion designer, but what it was Peter couldn't know. Maybe Spider-Man could; no, Peter thought better of it. It would do no good to exasperate the personal issues that Kingsley had against the web head so Peter let it go. For now anyway. Peter decided to go after Mary Jane, see if maybe he could make for his lateness. Peter got outside and so no sign of Mary Jane. She must've caught a cab back to her apartment. Maybe Peter could get in touch with once he got back to his own apartment; anything was possible.

--

Qwest Aerospace and Science Facility had seen better days since the attack by the Green Goblin years ago. But it had indeed expanded since then thanks to the merger of OsCorp, plus the company going under new management. That didn't make things any easier for the employees, some having become slightly paranoid that something bad was going to happen. Two security guards kept watch of the facility through a set of monitors and yet, one of them found the time to complain about their job.

"They ain't payin' us enough for this crap." said one guard.

"Ah, hell, quit your whining, Bench," said the second guard. "At least you ain't throwin' money away at those overpriced gas pumps."

"Not yet, Dillon! I still got an hour and a half before I join those poor suckers on the road." Bench glance at one monitor and was stunned by what he'd seen. "What the hell was that?"

"Whatever it is, it's bustin' through the generator room." Dillon said, unknowingly stating the obvious."

"Sound the alarm!"

The monitor showed the shadow of a huge man with a huge tail going on a rampage throughout a room with four giant generators in a pool of electrified liquid. Dillon sounded the alarm before he and Bench converged on the site of the chaos. They both knew full well they didn't stand a chance against what was waiting, but they went anyway. Dillon and Bench arrived at the seen and opened fire on the intruder. There follow a mixture of gunfire and screaming, followed by the screams of two hapless men. Dillon was violently cast aside with said broken bones into an electrical unit, while Bench suffered a worse fate; being throw up and then impaled by a sharp tipped cyber-tail. The man's lifeless form was thrown into electrified liquid. Then came the primal scream of a man possessed; make that a Scorpion possessed.

--

"How has Mary Jane been, dear?" the sweet, almost saint-like voice of May Parker asked over the receiver. Peter was on the other end of the phone conversation at his apartment.

"I don't really, Aunt May," Peter answered, feeling unusually confused after the days' events. "Mary Jane's been kind of preoccupied with her current career venture."

"It couldn't be that bad, Peter," said Aunt May reassuringly. "If anything, you should happy for Mary Jane. After everything she's gone through in her life."

"I know, and I am happy for her. One photo shoot isn't the end of the world, I guess. Maybe I'm just worrying too much."

"You're just your Uncle Ben, bless his soul," said Aunt May. "But please give it time. I'm sure that Mary Jane won't forget about you. She loves you, Peter, and so do I." As Peter and Aunt May were talking, Peter could hear the police scanner from inside his room.

_"All units respond to an emergency break in at Qwest Aerospace and Science Facility. Reports of a large arachnid humanoid on site; all units please respond."_

_ Scorpion! _Peter thought. "Aunt May, I'm sorry but I've gotta go now."

"Are you alright, Peter," asked Aunt May. "You sound like you're catching a bug."

"I sure hope so." Peter whispered, slightly too loud.

"What was that!?"

"Nothing, Aunt May! I gotta go now, bye."

Peter quickly sprinted back into his room and slipped into his costume even quicker. He was well aware of the bad history that Qwest had, having been a target of the Goblin once. But if this latest attack was the cause of whom he thought it was, then Peter was in for a very tough evening. Peter pulled his mask on and was just as quickly out the window and up the outer wall. A few feet up and one web line later, Peter was soaring towards Qwest Aerospace.

--

Qwest guards emptied every available cartridge in an entirely vane attempt to stop the intruded. With a set of electrical units cradled in one arm, the Scorpion marched into the barrage of gunfire determined, and really angry. Most of the gunfire bounced off of his armor, while some of it got through and impacted his face mask. Of course, that only succeeded in pissing Scorpion off. Scorpion reared back with his cyber-tail and fired the familiar blood red laser shot. The resultant explosion blew away several guards, sending other scattering out of the way and conveniently creating an exit. Scorpion huffed in frustrated glee and continued on his way out the makeshift exit, when the way out was suddenly blocked off by a wall of webbing. It came from inside the room. Scorpion was suddenly pulled right off his feet, slamming his jaw into the floor and dropping the unit. Scorpion picked himself up slowly, and looked up to spot Spider-Man on the wall above the exit.

"Hey, big green," said the wall crawler. "Where ya been? I've been looking all over for ya! You hardly ever return my calls."

"I'll make ya wish ya hadn't found me." Scorpion shouted in frustration.

Scorpion aimed and fired his tail directly at Spider-Man, who leapt out of the way in record time. Spider-Man let loose two web lines, one to Scorpions' leg to pull him to a knee and the other snagging his forearm. Not to be outdone, Scorpion pulled his webbed arm as hard as he could along with Spider-Man at the end of it. Scorpion swung his tail and connected dead on, but Spider-Man still had the other line on the leg. He yanked hard, tripping Scorpion and sending him on his back. Spider-Man leapt high into the air and went into a missile dive right at his foe, but Scorpion got his tail pointed straight up. Spider-Man still managed to avoid it and kicked Scorpion right his face. The web slinger quickly mounted the giant and punched him relentlessly in this pale-skinned, mask laden face until Scorpion wrapped his tail around the hero like a snake. Scorpion proceeded to violently throw Spider-Man into one wall after another and another and then, ironically through the webbed up exit to the outside. Spider-Man hit the ground hard and was nearly unconscious as Scorpion stomped toward him with the electrical unit in hand. The green giant was halfway passed the web slinger when he stopped short and looked right down at him.

"I could leave you right now. I did my job," he said. "But now I want a bonus," Scorpion wrapped his tail around Spider-Mans' free leg and lifted him up inverted. "When I'm finish tearing you up, there won't be anything to fit in a matchbox."

Spider-Man started to stir, but only a little bit at a time. He was unaware of what was waiting for him.

* * *

Author's Note: Oh, crap! The web head is in big trouble. What's gonna happen? The only way to find out is to read and review.

Note that the names Bench and Dillon are a reference to Morey Bench and Maxwell Dillon, known in Marvel Comics as Hydro-Man and Electro respectively. They're not featured in this story. Peace out, y'all!


	8. The Best Laid Plans

Disclaimer: I still do not own the rights to Spider-Man. Nuff' said! Just to make things a bit clearer, if the writing is in Italic form, that's a dream sequence and/or a flashback. Enjoy!

* * *

Chapter VIII  
The Best Laid Plans

Spider-Man's eyesight was blurry, but was slowly refocusing at the moment. He felt as if he was hit by a runaway train, much like the one he barely stopped during his battle with Dr. Octopus. The difference was that the near unconscious web slinger was now hanging upside down by his leg, courtesy of the very manic Scorpion. Spider-Man tried to mentally shake off the proverbial cobwebs and realized the poor position he'd found himself. Scorpion extended a blade from his right forearm, using his tail to pull Spider-Man closer so they were face to upside down face.

"You should've stayed outta my business, Spider-Man," he growled. "But then again, I was made this way just to kill you and I'm gonna. Then I'm going after Jameson."

Scorpion reared back with his bladed arm, prepared to administer the killing blow. But he was unfortunately slow on the trigger, as Spider-Man fired a glob of webbing into his face. Scorpion struggled to remove the webbing and in the process, released Spider-Man from his grip. Spider-Man landed on the ground in front of his larger foe, but now was confused as to the involvement of his Bugle boss. Meanwhile, a number of NYPD squad cars arrived, including one carrying Capt. Stacy. Spider-Man remained in a crouched position as Scorpion finally tore off the webbing.

"What's old flattop got to do with you," Spider-Man asked. "What; did he print an embarrassing story about your days as a junior-high mascot?"

"Jameson's the damn reason I ended up like this," Scorpion practically spilled his guts. "Once I'm done with you, he's next on my hit list."

Spider-Man put two and two together and realized that it was Mac Gargan underneath the green and steel armor. How Jameson was at the center of this mans' pain was still a mystery; one the web head intended to find out. Provided he survived the here and now. Scorpion reared back his cyber tail and fired an array of shots at Spider-Man, who dodged and weaved in between shots. Spider-Man let out a web line and swung toward Scorpion with a kick in mind but Scorpion ducked. The web slinger landed near the dropped set of electrical units as Scorpion prepared a charged shot. Scorpion opened fire with the shot but Spider-Man a step ahead, picking up the units and using it as a shield. The impact heavily damaged the device and sent Spider-Man flying into the side of the building.

"Ah crap!" Scorpion shouted upon realizing his shot was an arrant one.

Scorpion decided to hell with the situation and made a break for it, incidentally breaking through the series of squad cars. On Capt. Stacy's orders, the cops opened fire on the frantic villain, but that hardly slowed him down. Spider-Man shook off the dizziness he felt after being slammed into a wall in time to spot Scorpion trying to escape. The web slinger got right up and sprinted right for his foe, and Scorpion was already through the makeshift barricade when he saw Spider-Man coming for him. Scorpion charged his cyber tail, aimed and fired at the cars, catapulting them into the air. Spider-Man leaped into the air, using a combination of web swinging and acrobatics to weave and dodge through the debris. The web slinger managed to successfully clear the debris and landed safely on the ground. But unfortunately, Scorpion had once again escaped and Spider-Man was ticked.

"That's the second time that creep got away," Spider-Man mused to himself. "This is getting old." Spider-Man turned toward the wayward police, some tending to the injured. "You guys okay?"

"We'll live," Capt. Stacy said, helping tend to one of the wounded officers. "What's the story with that guy?"

"I don't know," the hero answered. He then added with more vigor, "But I intend to find out."

--

Scorpion was deathly fortunate to have escaped by Spider-Man or the police for the matter. Not that either of them would've been able to stop him anyway. Still, Scorpions' assignment to acquire the necessary equipment ended in dismal failure. The Lizard would've been none-to-pleased about it, evident by his throwing Scorpion into the wall of their hideout. One would think that Scorpion was sick of being pushed around like a damned rag doll. But to his credit, he didn't retaliate but that didn't stop him from dishing out a verbal assault. As long as the Lizard was doing the same.

"You failed me, Scorpion. I needed that equipment for my experiments."

"You wanna blame somebody, blame Spider-Man," Scorpion spouted in anger. "If he hadn't gotten in my way, you probably have damned computer crap."

"Nothing but excuses," said Lizard. "Spider-Man should not have posed such a problem for you."

"Then how about you try your luck next time, scales," said Scorpion. "Then again, you'll liable to stick out like a sore thumb with gangrene wearing a lab coat."

As a matter of fact, the Lizard had actually considered acquiring the equipment he needed on his own. But Scorpion was right; the Lizard would be awfully noticeable on the streets. Add to the fact that Spider-Man would get in the way of his plans and they both would be in dire straits. The Lizard finally decided to let cooler heads prevail in this argument with his assistant; a loose fitting term at best in Scorpion's case.

"Perhaps you're right, Scorpion."

"I am!?" asked a dumbfounded Scorpion.

"We will lay low for the time being," Lizard said. "I believe there is another place to commence with the evolution of this planet, as well as your little cure. In the mean time, I must go topside."

"What for," Scorpion wondered aloud. "You never said you'd go up there."

"But I never said I wouldn't," Lizard muttered back. "My fleshy alter ego had a separate laboratory from the university. I merely wish to acquire a few items. I shouldn't be long."

"What the hell am I supposed to do?" Scorpion asked.

The Lizard didn't bother to provide his protégé with an answer before diving into the dank sewer water. As for Scorpion, he wondered if his quote-unquote boss would actually live up to his word of curing him. He didn't really give a damn about the Lizard's long term plans, as long as Scorpion got what he wanted. He could care less about anything else.

--

Peter's muscled ached, which was understandable considering the harsh beating he'd taken from Scorpion. Learning of the true identity of the villain didn't come close to easing the pain, but at least the web head had something to go on now. Still Peter wondered as he landed on the balcony of his apartment, what roll J. Jonah Jameson played in Scorpions' rampage. Like Peter didn't have on his plate already with the Lizard and Mary Jane's fledgling modeling career, now his own boss is out to get him. Peter entered, thankful that he usually left the door locked so no one, like a particularly obnoxious landlord, would enter without permission. Peter removed his mask and plopped himself on his rickety bed, exhausted from the battle with Scorpion. His thoughts returned to his mentor and friend Dr. Connors; in all of the recent excitement, Peter almost forgot about his attempts to find a cure for him. He started to dose off, his eyes becoming heavy until Peter slipped into sleep for the next hour or so.

_((Peter found himself in darkness, and then in a black and white surrounding. Despite the lack of color, Peter recognized the surrounding as the science lab where fate played its cruel hand. He watched while in a state of paralysis, the tiny spider that led to his transformation into Spider-Man. Finding himself wearing his red and blue suit, Peter soared around the skyscrapers of New York, until his saw his reflection in the glass of one building. His physical appearance was now that of a grotesque, eight-limbed monstrosity. His skin gave way to a coat of blackish-gray fur, his fingers turned into claws and his face becoming a hideous, eight-eyed, fanged image. It was at that moment that Peter Parker became a hideous creature; a living, breathing man-spider._

_The vision changed as quickly as it started, and Peter found himself back on the bridge where he'd battle the Green Goblin. Peter could here the familiar insane cackling as the Goblin came into view, grasping a woman by the throat. It was Mary Jane. The Goblin let out another twisted cackle._

_"This is why only fools are heroes, because you never know when some lunatic will come along with a sadistic choice."_

_The Green Goblin dropped Mary Jane from his grip, letting her plummet to the river below. Peter, not Spider-Man, leaped into the air and dove for Mary Jane. He was mere inches from her when something pulled his back hard. Peter landed hard on a rotting wood floor watching Mary Jane vanish into thin air. Then he was yanked straight up and thrown down, by the familiar iron tentacles of Dr. Octopus. One tentacle held Aunt May in its grip, squeezing the frail woman to death and forcing Peter to watch._

_"You've stuck your webs in my business for the last time. Now you'll have this woman's death on your conscience."_

_Peter scream at Ock, "Let her go."_

_Peter made a move for Doc Ock but was pounded down by a huge mallet of sand. Sandman came into the scene in front of Peter, with a defenseless Uncle Ben lying nearby on that fateful night. Peter attempted to fire a web line but no webbing came out. He could see Uncle Ben reaching for him before Sandman relentlessly beat him to pulp. Again, Peter was forced to watch in horror. Sandman turned to Peter, his face mask of malice rather than sympathy._

_"I didn't want this, but I had no choice."_

_Again, the seen flashed to another seen, this time at the construction site. Peter was on his feet now, his suit shredded and his mask gone. Before he could even think to react, Peter was pulled straight up and his torso colliding into a steel girder. Peter crashed to the floor and then had his arms bounded so he was couldn't move. Landing right in front of Peter, the all too familiar image of Venom leered at the defenseless hero. Peter looked past the monstrous villain and spotted the limp form of Harry Osborn in his New Goblin suit, unmoving. Venom bashed Peter into submission until Peter was left broken, after which the alien symbiote receded to reveal the face of Eddie Brock._

_"I told you, Parker. I like being bad; it makes me happy."_

_The images of Peter's past foes, along with Scorpion and the Lizard reappeared to watch the torture, while the symbiote reformed around Eddie's face so Peter was again face to face with Venom. Then, part of the symbiote broke away from the whole and being shaping itself into a new form. This brand new vision of terror resembled the black suit, only it was blood red and black and slinking in the air. As if it was alive. The new vision of terror extended a series of razor sharp claws, its face turned toward Peter's own. It had enormous yellowish white eyes and a jet black maw that seemed to grow larger. The new horror then threw itself onto Peter, reshaping the suit until all that remained was a grotesque Spider-Man/alien hybrid. Gone was the face of Peter Parker, replaced with an ugly mix of Spider-Man's mask coupled with the maw of the new alien. It, no they, let out an ear splitting scream, now the embodiment of pure carnage.))_

Peter sat straight up in bed, breathing heavily and drenched in his own sweat. He still had on his suit, having been too worn out to remove it before. Peter hastily removed the suit and tossed into the closet before sitting back down on his bed. He held his sweaty head in his hand, wondering if he'd be able to sleep soundly the next time or if the nightmare would resurface. None of what he dreamed about really happened, that much Peter knew. But what if it did? It made Peter again think about the fate that befell Dr. Connors, and made his wonder if his mentor and friend could be truly be saved from himself.

--

It well passed 1:30 in the AM, and no guards happened to be patrolling the area of which the Lizard spoke earlier. That was mainly because no one knew of the separate laboratory, save for Dr. Connor of course. The Lizard quietly moved the grate his way into the alleyway, where the backdoor to the lab was situated. Normally, a key would be needed to open the door, but the Lizard chose the more direct route when opening a conveniently unlocked window. With the stealth of any other reptile, the Lizard slipped inside. It was in that lab that the formally human creature would gather what he needed for his master plan. The Lizard gathered what he needed in due time and started on his way out when stopped short of a nearby desk. Among the usual things, including a computer system, a notebook and even a paperweight was a picture frame. The Lizard picked up the frame, staring for what seemed like centuries on end at a picture of Curt Connors with his wife and son at Central Park. A flashback began in the very mind of the Lizard.

_((It was a beautiful day to have a traditional family picnic at Central Park. Many New Yorkers commenced with the usual routine of having some fun. Some walked the family pets, some played football. Young couples just sat back and soaked up the sun. Curt Connors and his family sat amongst the rest of the visitors enjoying the day. In spite of being without his arm, Curt still enjoyed a nice little father/son tussle with Billy, while Martha laid out the blanket and unpacked the food. The day went by without incident, as the Connors family enjoyed simply just that; a family picnic.))_

As the flashback ended, the Lizard gently rubbed the picture flame with his scaly hand. Somewhere in the very recesses of his mind, Dr. Connors was still inside, trapped in the body of the beast. Maybe it was the human side, but a single tear trickled down the scaly face of the Lizard. He didn't have much time to reminisce further, as he could hear sirens blaring outside the lab. The police would most like pass through the area and nothing more, but the Lizard wasn't going to take the chance of being discovered. He gathered the equipment, as well as the photograph that may have held the last shred of humanity left in Connors. The Lizard exited the lab the same way he entered and down the grate into the sewer, where no one would dare even try to find him. It would still remain to be seen of Dr. Curt Connors could save himself from himself.

* * *

Author's note: That puts an end to this chapter. Don't forget to Read & Review and stay tuned for the next chapter. Peace out!


	9. Old Habits

Disclaimer: I can't come up with a clever quip so I'll just say I don't own the rights to Spider-Man.

* * *

Chapter IX  
Old Habits

The last thing Peter wanted to do was wake up that morning. After the thorough trouncing he'd taken from Scorpion the night before, who could blame him? Whether it was the sunlight beaming into the bed room or the rapid knocking at the door that woke him, Peter didn't know. Peter dragged his weary body out of bed, threw on a random t-shirt and answered the door. Ursula was standing on the other side, those puppy dog eyes and that infectious smile just beaming through. Peter couldn't help but smile himself at the sight.

"Good morning!" Peter managed to mumble.

"Hi, Pete," Ursula said rather timidly. "Mary Jane's on the phone asking for you."

"Oh, thank you!" Peter zombie-walked to the phone picked up the receiver and answered, "Hello, Mary Jane?"

On the other end, the familiar voice of Mary Jane answered, "Peter?! Are you feeling okay? You sound terrible?"

Peter thought for a brief moment before answering, "You know, just another rough night. I've kind of been all over the place lately."

"Yeah, I can tell from the sound of your voice," said Mary Jane. "Listen, I wanted to apologize for the other day. I shouldn't have snapped at you the way I did."

"It's okay, I guess I've gotta used to it," Peter lightheartedly joked. "So, when is your next gig? Maybe I can make it this time, on time?"

There was a pause and for a moment, Peter thought Mary Jane had hung up. Then Mary Jane answered, "Actually, you've been banned from the next shoot."

"What, why?!" Peter asked in confusion.

"Roderick Kingsley was very strict about it," Mary Jane solemnly said. "He thinks you're a bad influence on my career."

"That's ridiculous," Peter thundered lightly. "He doesn't know me. If anything, I should be there to give you moral support at the least."

"Peter, please calm down," Mary Jane said, trying to stay the voice of reason. "Maybe this is for the best. Roderick doesn't seem all that impressed with you."

Peter was quick to retort, "I can handle him, MJ. Besides, what right does he have to ban me from seeing you?"

"I know you can deal with him, Peter," said Mary Jane. "But for the time being, you shouldn't bother. You know what could happen if you tried anything that might expose you as you-know-who."

Peter sighed and rubbed the bridge of his nose in frustration. "I know, but it just doesn't seem right to me."

"I know," Mary Jane agreed. "Let's just try to make due with it for now. I have to go now, Peter. I'll talk to you later."

"Yeah! Bye!"

Peter hung up the phone and returned to his apartment room. He collapsed backward onto his bed, which wheezed and cringed under his weight. Suddenly, waking up in the morning after having his body mangled didn't seem so bad to Peter. Now he was more concerned with a notion that Roderick Kingsley was trying to keep him away from Mary Jane. All because he considered Peter a bad influence to her career? What the bloody hell was that all about? The answering of that question would have to wait for the moment. Peter started getting cleaned up and fully dressed, with his Spider-Man costume being worn underneath his clothes. With all that said and done, Peter stepped out into the hall and down the stairs. Peter bolted out of his apartment but realized his scooter wasn't working, so he hailed an oncoming cab. The cab stopped almost directly in front of Peter and he stepped inside.

The cabbie in the front seat turned to his current passenger and with a very thick Brooklyn accent, asked, "So, where to, kid?"

"The Daily Bugle, pronto," Peter exclaimed. The cab quickly entered traffic: Peter took a closer look at the cabbie and foolishly asked, "Hey, haven't I seen you before somewhere?"

"Who, me," asked the cabbie. "I'm just a regular guy from Brooklyn. Big whoop, wanna fight about it?"

"Uh no, I think I'll pass." Peter looked to his side to another passenger that he must've missed while coming in; an old man with balding gray hair and sunglasses.

"Oh believe me, they're everywhere." he said. Peter just nodded without another word.

--

The Daily Bugle didn't seem as wide and unruly as in the past. The main reason revolved around Mr. Jameson; he was uncharacteristically moody, even for him. He demanded not be disturbed by pretty much everybody, with the exception of course of Robbie Robertson. At the moment, Jameson had his attention glued to his personal office monitor, watching the news of Scorpions' rampages throughout the city. Jameson also learned of the recent death of Dr. Stillwell, and Jameson had himself to blame. The depressed editor brushed his hand through his gray and/or graying hair when the somewhat unwanted knocking on his office door came about.

Jameson shouted, "GO AWAY!"

Ted Hoffman, the off-the-wall head of promotions, entered anyway for his annual verbal abuse. No way was he prepared for what was coming. "Uh, Mr. Jameson, I'm sorry to bother you but there's a bit of a page 4 situation and…"

Jameson immediately exploded out of his seat and outright shouted. "I demanded not to be disturbed for any reason whatsoever, Hoffman. Do it again and you'll be selling hotdogs on the street. Now, GET OUT!"

Hoffman did so and practically bolted out of the office, stopping in front of Betty's desk. "Was it something I said?"

"It's always something you say, Hoffman," Betty said. "I warned you not to go in there. Didn't I warn you?"

Robbie Robertson was quick to intervene between the bickering co-workers. "That's enough, you two. I'll go in and try to talk to Jonah; just stay out of there."

Robbie entered the office and sure enough, Jameson boomed, "I said I didn't want to be…oh, it's you."

"Yeah, it's me Jonah," Robbie said, taking a seat in front of the desk opposite of Jameson. "What is it with you? You've been pretty angry lately. Well, angrier than usual."

"If you've got something to say, Robertson, then say it and get out of my office." Jameson spat.

"Jonah, you've been real agitated ever since ever since the Scorpion showed up," Robbie said. "I hate accusing you of anything, but you seem, guilty. Jonah, I'm your co-worker but more importantly, I'm your friend. I know that notion doesn't sit well with you, but what does these days?"

Jameson got up from his seat and walked to the window overlooking the city. "Robbie, if you instigated something so terrible, wouldn't you feel even a little guilty about it?"

"What're you trying to say, Jonah?" Robbie watched Jonah lower his head and then it hit him. "Jonah, please tell me you didn't!"

"I'm sorry, Robbie," said Jonah solemnly. "I helped create the Scorpion; I wanted to ruin Spider-Man so badly, that I ruined another mans' life. Mac Gargans' life."

Hearing Jameson's admission left Robbie appalled. "What were you thinking, Jonah? You put your own selfish smear campaign ahead of another mans' life and for what; to ruin Spider-Man's reputation? The J. Jonah Jameson that I know would never have sunk this low."

"I know Robbie; I made a mistake," Jameson admitted. "For the first time in my life, J. Jonah Jameson made a mistake."

Meanwhile, Peter Parker entered the Bugle offices, slightly late as usual and spotting Betty trying to sneak a peek into Jameson's office. "Hi, Betty," Peter said, inadvertently scaring Betty. "Oh, sorry, didn't mean to startle you."

"Well, you did Peter!" Betty said.

"What's going on in there?" Peter asked.

"The boss has been on the warpath for a couple of days," Hoffman answered. "He nearly bit my head off when I went in."

Betty chimed in, "I warned you not to go in; you'd think you'd listen."

Jameson suddenly came out of his office wearing an overcoat and hat, with Robbie close behind. Peter came up to his boss and said, "Mr. Jameson, I've got to speak to you about something."

"Whatever it is Parker, it can wait," Jameson said with an uncharacteristic tone. "Listen up; I'll be taken a temporary leave of absence. Robbie will be left in charge until further notice."

"But Mr. Jameson…" Peter exclaimed, trying to get in a word or two.

"I'm not interested!" Jameson shouted, brushing by the just arriving Ned Leeds and disappeared into the elevator.

Ned looked at the group of people before the vacant Editor's office and foolishly asked, "What'd I miss?"

--

Deep down in the bowels of the sewers, a small and rather unremarkable rodent scurried across the concrete ground. The little creature was searching for a decent meal to satisfy its appetite, until something else found it. A giant, steel blade impaled the poor rodent, which was elevated into the air and into the view of Scorpion. Scorpion scoffed at the sight of the dead creature and flicked it away into the dank sewer water. The arachnid-theme villain glared at his reflection in the water; a hideous and appalling image that stared right back at him. Scorpion, in a fit of rage, slammed a clawed fist into the water and screamed like an animal possessed. The primal scream reached into a wide open area, where the Lizard was rather busy at the moment. He was at a makeshift table, where an unusual looking device rested in his care. Slowly and with a surgeon's precision, the Lizard carefully connected a few wires together and then assembled a series of components and casings. Scorpions' incessant rating would've distracted any other normal scientist, but the Lizard kept a clear head.

"How much longer is this gonna take," Scorpion demanded. "I should be up there right now, turning old man Jameson into shish-ca-bob."

The Lizard turned toward his unscrupulous cohort and hissed, "All in due time, Scorpion. You really should learn to be a little more patient."

"Patient," Scorpion shouted even louder. "Every minute I waist, I'm losing more of my old self."

"All the more reason to retain your composer," Lizard reasoned. "Everything is going as planned."

Scorpion, to his credit, calmed himself and walked over to see what the Lizard was up to. "What the hell is this thing anyway?"

The Lizard glared at Scorpion with those menacing red eyes, making him back away. "I am building a DNA re-sequencer. Once it's been activated, it will re-organize and ultimately eliminate the human cells that dominate the body, leaving the dormant reptilian genes to take over."

"Huh!?"

"It will turn every human in the city into a reptile, just like me," said Lizard. "You have no need to worry; because of you arachnid DNA, you will be unaffected. I need only to connect the device a series of electric conduits beneath Time Square to achieve full effect."

"Time Square; that's practically the middle of New York," Scorpion scoffed at the notion that every single human being in New York would be turned into a reptile. "Well, I could care less anyway, as long as I get what I'm after."

"Oh, I'll see to that personally."

Scorpions' line of sight rested on a picture frame that the Lizard had taken from his private lab. It was picture of Dr. Curt Connors, his wife Martha and their son Billy. "That's your wife, huh? She ain't that bad looking."

The Lizard suddenly lunged at Scorpion, pinning him to the wall hard. "You will not take the woman from me, Scorpion. She is mine and mine alone."

"Okay, okay, my bad," Scorpion gasped, and the Lizard let him go. Changing the subject, Scorpion asked, "How long until your toy is up and running?"

The Lizard turned back to his machine and answered, "I need no more that another days worth. Try to be patient in that time."

"Fine by me," Scorpion whispered just loud enough for the Lizard to hear him, then leaving the area. "I got some of my own business to attend to."

As soon as Scorpion was gone, the Lizard picked up the picture frame of his, of Dr. Connors' family. "Soon my wife; we will be together again. Very soon!"

--

May Parker had always been a saint in Peter's eyes; so strong and more so forgiving. She had a knack for being the unofficial consul for her nephew, especially after the loss of Uncle Ben. Hell, she'd even forgiven Flint Marko, although not in person, for that fateful night. Peter figured he could always turn to Aunt May for some guidance, and today was no exception. He conveyed to her the recent events of the past few weeks, though keeping it judicious so as not to reveal that he and Spider-Man were one in the same. Of course, sometimes Peter thought Aunt May had always known and hadn't said so. Why else would she provide such support?

"I see," was all that Aunt May had said after what Peter told her about Dr. Connors. Or rather, what Peter hadn't told her.

"Dr. Connors had been the closet thing I've had to a father," Peter said. "I know he's in some kind of trouble but I don't know how to help him."

Aunt May nodded. "It sounds like your teacher is going through a very rough transition. I suppose I could attest to that."

"Not exactly," Peter muttered, loud enough for Aunt May to hear. "Dr. Connors, more or less, isn't himself. He's not a bad man, Aunt May; just lost somehow."

"I fully understand, Peter," said Aunt May, sipping a small cup of tea. "Everybody becomes lost at some point in their life."

"Even you and Uncle Ben?" Peter wondered.

"Especially Ben and myself," Aunt May laughed. "I'd be willing to wager that even Spider-Man had been lost at one time or another, but found his way back in the end. Everyone deserves a chance at redemption, Peter."

"I suppose that is something to think about," Peter said as he stood up from his seat. "I hate to do this, but I wanna try to see Mary Jane. It's been a while since I saw her last."

"Then go on, Peter," Aunt May said. "She needs you. As for you friend Dr. Connors, I pray he'll find a way to redeem himself."

Peter nodded and started for the door leading out of Aunt May's apartment. He opened it, and then turned back to Aunt May and said, "I was wondering something; the evening that Uncle Ben died he told that with great power comes great responsibility. How did he first learn that lesson?"

Aunt May smiled at her nephew's curiosity and answered, "That was a long time ago now, but I believe that is a story for another time."

Peter smiled and accepted that unofficial promise before he set out. As soon as he was gone, Aunt May slowly lowered her head and held her hand to her chest. She gently clutched her light brown sweater; a single tear streamed down her face and her breathing was slightly raspy. Clearly, there were things that May Parker wasn't Peter just yet. Perhaps she felt he wasn't ready to hear the truth, but didn't Peter deserve to know about May's current condition? May stood and slowly walked to the kitchen counter, where a white envelope rested. The address stated the envelop as from MANHATTAN HOSPITAL, and May opened it. She read the note inside, where one singular stood out: cancer. Aunt May couldn't have brought herself to tell Peter, especially since she was the only family he had left.

Aunt May thought solemnly to herself, _I'm sorry, Peter._

* * *

Author's note: FINALLY, I finished another chapter. Don't worry about Aunt May; I'm not going to kill her in this story. It's just a little something for y'all to consider; maybe as a plot point for a future story if I go that far. Anyway, let me know what y'all think so far and I return with chapter X. Peace out!


	10. Skeleton in the Closet

Disclaimer: Like I've been ranting about continuously for the past trillion times (yes, I did lose count) I don't own the rights to Spider-Man or other characters.

* * *

Chapter X

Skeletons In The Closet

"A little bit more, MJ! I wanna see some attitude."

Mary Jane did her absolute best to keep a straight face as the photographer snapped picture after picture. She was again posing for the next major magazine, perhaps one of a million magazines on a million newsstands around New York. Roderick Kingsley was watching from afar, almost seemingly glaring at Mary Jane with wandering eyes. It made Mary Jane nervous, but she remained focused on the photo shoot. Kingsley continued to keep a watchful eye, although it was more of a menacing glare; than he received a phone call.

"Roderick Kingsley speaking," a pause followed, before Kingsley said, "That's very interesting, good work. I'll be there to assess the findings personally, keep me posted," Kingsley hung up the phone and turned back to the shoot. He clapped his hands together and announced, "Okay everybody, that's enough for today. We'll pick this shoot up at a later date."

Mary Jane breathed a sigh of relief, threw on a nearby robe and approached Kingsley. "Roderick, why are we ending early?" she asked.

"I'm sorry, Mary Jane," Kingsley said while almost not really meaning it. "Something has been brought to my attention and I can't exactly be in two places at once."

"Well before you go, I want to talk to you about Peter." Mary Jane said.

Kingsley sighed, "We've been over this already Ms. Watson, and I've not the time to discuss it again."

"I just think it's ridiculous for you to ban Peter from coming to these photo shoots on the basis of him being a distraction." said Mary Jane.

Roderick Kingsley sighed again, much deeper this time as he was becoming annoyed. "Mary Jane, please don't misunderstand me when I say this; I have nothing against Peter Parker. I'm simply looking out for you best interests."

Kingsley turned to walk away, but Mary Jane wasn't close to finished. "It seems more like you're trying to drive us apart from each other," she said in defiance. "Peter may not be perfect, but he's always been there for me. That's the best thing about Peter Parker."

"And will he be there for you when you're famous model," Kingsley snapped. "Or when you're starring in movies? I think not. You had best remember who it was that found you toiling in that run down jazz club. Am I clear, Ms. Watson?"

Had it not been for her being under contract, Mary Jane would've slapped the taste out of Roderick Kingsley's mouth. But to her credit, she held back and begrudgingly answered, "Yes, Mr. Kingsley."

"Good girl." Kingsley said the last comment in such a degrading way that it would've made Mary Jane puke.

Watching Roderick Kingsley calmly stroll out of the studio and into the night, Mary Jane pondered what kind of skeletons he had in his closet. Hell, he probably did so literally, and Mary Jane was his next target. No, not a chance in the world! It suddenly seemed funny that MJ thought that comment. It was the same comment Peter had made the day they were at the hospital after Aunt May was attacked by the Green Goblin. It was at that moment that Mary Jane's thoughts trailed off to Peter; she wondered what he was up to nowadays, aside for gallivanting through the city skyline.

-----------------------------------------------------

It was mid-to-late in the afternoon and Peter wasn't making much headway in his bid to cure Dr. Connors' of his reptilian condition. Between Mary Jane's career and Scorpion's frequent attacks, there was hardly any time to really dig into the task. Scorpion and the Lizard had been laying low but Peter knew they were still out there, hiding. Peter discerned that the two villains had formed an alliance. But why? As far as Peter knew, their individual goals contradicted each other. The Lizard wanted to turn every human in New York into a reptile. Scorpion just wanted a cure, and clearly didn't mind trying to kill Spider-Man (and everyone else) to get it. Peter slunk back in his seat and sighed heavy. He knew he should've figured this issue out by now; he was better than this. Peter heard a low knock on his apartment door.

"It's open." he announced.

The door, in sharp contrast to the last several thousand times in the past, opened and Mary Jane entered. "Wow, that's a first. You actually got this thing fixed."

"Yeah," Peter said. "At least that black suit did me some good."

Mary Jane cringed at the comment made about symbiote. "Please, don't remind me about that thing."

"Sorry! Hey, I thought you'd be at the shoot today."

"Kingsley ended it early for some reason but he wouldn't say what," MJ said as she sat on the still rickety bed. "Between you and me, he gives me the creeps. But I can't just up and walk away because my boss scares me. What am I supposed to do if I did quit; go back to being a singing waitress?"

"MJ, I don't know what to tell you," Peter said. "I mean, I've got a lot on my mind right now that…"

"That what? That you don't have time for me," Mary Jane snapped at Peter. "You're not the only one with problems, Peter. What if one day, I need you most and you, or Spider-Man for that matter, aren't there to catch me?"

"Mary Jane?!" Peter said before going into stunned silence.

Mary Jane suddenly realized that she might've crossed the proverbial line with that outburst. "I'm sorry, Peter. I didn't mean it like that; I guess I was being selfish, putting my career before my loved ones."

"Believe me, MJ," Peter said. "I know the feeling. It's just that, I've been at this for the better part of a week; trying to find a way to cure Dr. Connors and no such luck. Now, I can't even find him much less cure him. I've never felt so helpless, even after all the lunatics I've faced."

Mary Jane leaned over and unexpectedly grasped and squeezed Peter's cheeks. "What kind of talk is that; from Spider-Man of all people?"

With his face looking like a fish, Peter said, "I'm listening, but could you please let go of my face?"

"Oh, sorry," MJ said and removed her hand. "My point is, you've dealt with all those bad guys when I was in trouble and you never given up, and now that one of your teachers is in trouble, you going to turn tail and run? That's not the Peter Parker I know and love."

Peter sighed heavy and got up from his seat. He walked to the window and looked out into the city. "You're right; I know I'm better than this and it's not going do anyone any good for me to just sit on my hands. Even so, I won't save anyone if I don't have place to start."

"Then find one, Peter," Mary Jane said. "You haven't quit yet. Why would you now?"

Peter looked out the window for what seemed like forever before replying, "There may still be one place that Dr. Connors might go." Peter went over to his closet and pulled out his Spider-Man costume. Mary Jane watched on when her cell phone went off.

"Hello," she answered, followed by a pause. "Okay, I'll meet you there," Mary Jane hung up the phone just as Peter was almost fully dressed in his costume, except for the mask. "That was my A-hole boss. He wants me to meet him later about something. He wouldn't say what."

"Oh!" was all Peter could mutter, his mind still wondering about Connors.

"Oh!?" blurted a frustrated Mary Jane. "Is that all you can say, Peter? Just Oh!?"

Peter snapped out of his trance and replied, "Sorry, I'm just distracted. Big surprise, right?" Peter tried to his credit to laugh it off, though Mary Jane wasn't buying it.

"Try to be serious, Peter. This could be important to me, even if Kingsley is a jerk."

"I know," Peter said. "Just be careful."

"I'm a big girl, Peter," Mary Jane said. "I can take care of myself. I don't need Spider-Man to save me all the time."

_That was harsh,_ Peter thought, turning his vision away from Mary Jane, who was regretting her words.

"I didn't mean that, Peter. I guess the success was going to my head. Look, I swear I'll be careful; you have my word," Mary Jane started out to and opened the door leading into the hallway, before stopping and asking, "What will you do; if you can't save your friend?"

"Hey, don't say that," Peter retorted. "I know I can save him."

"But what if you can't?"

No more words were spoken between them, and Mary Jane lowered her head with a little more regret for what she said. Soon after that awkward moment, she was out the door, leaving Peter to contemplate their exchange. What if MJ was right? What if Peter couldn't save Dr. Connors? Peter didn't dare want to think about the consequences as he pulled on his mask. Then something hit him; if Peter were a scientist-turned-giant reptile bent on turning everyone into reptiles, who would he go after first? Peter though on his mask and without another thought, leaped out into the city lights.

----------------------------------------------------------

J. Jonah Jameson hated being home like he was at the moment. Not that he didn't welcome the reprieve from the chaos that was Daily Bugle offices, but Jonah couldn't quite afford to be there right now anyway. Considering the ramifications of his involvement in creating Scorpion, the Bugle was the last place he needed to be. Jameson worried that that lunatic would track him down and rip him apart, hence the leave absence he'd taken. At the moment, Jonah thankfully had the penthouse to himself. He was seated in a posh chair with a glass of scotch in one hand, a decent novel in the other and cigar dangling in his mouth. His wife was out of town and thus was safe from any Scorpion reprisals; whether Jonah cared about that sometimes insufferable woman was still a question. A large stereo was playing the same song from the planetarium party at which Jonah had watched his astronaut son John proposed to Mary Jane Watson. Jonah cursed that name under his breathe, and he hadn't heard much from John since then. His thought process was suddenly interrupted by a faint sound from elsewhere in the house.

"Barbara!?"

The name of his wife was the first thing that crossed Jonah's mind. That woman couldn't be home already? Jonah dropped everything he was doing and slowly started toward the source of the sound. If it was Barbara Jameson attempting to give him a damn heart attack, then it would divorce city for her. Jonah crept further to where the sound came from but no more after the initial sound. Jonah thought nothing more of it chalked it all up to his imagination and turned back toward his favorite spot, only to walk directly into a wall. Jonah looked straight up and realized that it wasn't a wall he hit, but Scorpion himself.

"Hi boss!" He snarled at Johan barely controlled malice.

Jonah immediately attempted to get away from Scorpion, moving at a pace that would leave a Phys Ed. coach impressed. Scorpion slowly followed, knocking any offending furniture out of his warpath before stopping at a mirror. He stared blankly at his reflection for no more than a moment. Then with a single whip of his massive tail, he shattered the glass. Scorpion might've been oblivious to the notion of "seven years of bad luck." Considering the reign of hell he'd put through in the past stretch of days, seven years would be a small price to play. Scorpion was brought out of his turmoil when he noticed Jonah making a break for the door. Instinctively, he whipped his tail toward the old man and wrapped it around him like an anaconda. Jonah couldn't move his arms if he tried; the tail left them pinned to his sides.

"Gargan, please don't do something you'll regret." Jonah pleaded, only to be squeezed just enough so he knew Scorpion was for real.

"Regret," questioned Scorpion. "You think I'm gonna regret this? The only think I regret is having ever listened to a low life piece of crap like you. Did I tell you that I killed Stillwell?"

Scorpion lurched his way to the balcony of the penthouse with Jonah in tow, who realized all too soon what the maniac was planning. "No, no, no! Gargan, don't do this. I'll get you the help you need, I swear. I didn't know this would happen to you." Johan was cut off when Scorpion held his fast over the side of the balcony, some 20 stories above the city streets; and upside down.

Scorpion shouted, "Bull crap! You want me to stay this way so I can kill Spider-Man. You'd get all the glory and I trapped looking like this? Where's the fairness in that?"

"Don't do it, don't do it! Think about what you're doing, you idiot!"

A seething Scorpion quickly brought Jonah face to upside down face to face. "Don't you ever call me an idiot or any other names, not ever." Scorpion held Jonah back over the side, bobbing him up and down and side to side. Jonah thought this could very well be the end but Scorpion pulled him back over.

At first, Jonah thought Scorpion, Gargan rather, had come to his senses. "I knew you wouldn't go this far, Gargan."

"Oh hell no, Jameson," Scorpion seethed. "You're not off the hook just yet."

"What!? What're you going to do?" Jameson asked, horrified out of his rational mind.

Scorpion climbed up onto the ledge of the balcony and snarled, "I'm gonna let you live long enough to find out."

With his unscrupulous hostage in tow, Scorpion leaped from the ledge and across to another building. J. Jonah Jameson could be heard screaming at the very top of his lunges and it was music to Scorpion's ears. Scorpion scaled up the building until he reach the top, then it was a sprint across the rooftops. After several minutes, Scorpion disappeared over the side of a low level building, just as some storm clouds hovered overheard.

----------------------------------------------

As ever, the sewers were almost pitch black except for a modest series of lamps reflected in the sickly sewer. The area was then brightened by a white light imitating from the far end, where the familiar silhouette of the Lizard stood. He stood over the DNA re-sequencer that he'd spent the past few weeks building; an elongated device constructed for the sole purpose of transforming every single person in New York into a reptile. The Lizard gently stroked the metal of which the device was made, and perhaps the Curt Connors in him began to feel regret for his actions. He pressed a few more switches and the device whirred to life, making the Lizard smile as only he possibly could.

"It's ready," he whispered to himself. "I just need one important thing."

The Lizard shut the device down for the moment before covering it with a tattered brown sheet. After placing it in a safe area for the time being, the Lizard dove into the sewer water and swam downstream. There was only one thing that he needed; a test subject, and there was only one person that crossed his mind.

* * *

Author's note: Good grief, I hate writer's block so damn much, it ain't even funny. Anyway, don't hold back on the reviews.


	11. Family Reunion

Disclaimer: God forbid I get another case of writers' block. I'm ashamed I've been at this for most of the year. I don't own Spider-Man or any characters from Marvel Comics.

* * *

Chapter XI  
Family Reunion

The Daily Bugle was still buzzing at the news of another Scorpion rampage, this time with a hostage. It became worse when the hostage was identified as J. Jonah Jameson. Robbie was worried this would happen, considering Jonah's involvement in Scorpion's creation. What could Robbie do? He couldn't go to the police because they would most definitely ask questions about the connection between Scorpion and Jameson. Then they'd asked Robbie how he would actually know. Robbie was running low on options except one; Spider-Man. But how would he contact him; it wasn't like there was some spider signal on the roof of the Bugle. Robbie stepped out of the Editor's office, where Betty and Hoffman had their eyes literally glued to the monitor. They were also listening to the news broadcaster as she repeated what she'd been saying for the past five minutes.

"As of this moment, we have no information as to the motive of this high profile abduction. NYPD units are keeping their distance for fear of hitting the hostage who has been identified as Daily Bugle Chief Editor, J. Jonah Jameson."

Betty sighed was barely contained frustration. "Tell us something we don't already know."

"The Post must be having a field day with this." Hoffman joked rather unknowingly.

"Hoffman, the Post is being as professional about this as any other newspaper," said Robbie. "Betty, were you able to get in contact with Peter?"

"I've been trying to call Peter for the past hour and a half, but no luck." Betty replied matter-of-factly.

"What about Ned Leeds?"

Betty replied, "Ned's on his way to the Connors' residence to see if he can get some info from Mrs. Connors," She saw Robbie shook his head in frustration. "What should we do, Robbie?"

Robbie sighed, "All we can do for right now is pray that Jonah makes it out of this mess alive."

-----------------------------------------------------------

"Look I just need a few more minutes of your time, Mrs. Connors," an ambitious Ned Leeds eagerly requested. "We can keep this strictly confidential."

"I'm only going to tell you this for the last time," an exasperated Martha Connors repeated for the umpteenth time. "I have nothing to say about my husbands' whereabouts and even if I did, I wouldn't dare go to the press about it."

Ned persisted, unwilling to give up. "Please, just five more minutes. That's all I'm asking for."

"NO! Now leave me and my family alone or I swear I'll call the police." Martha had had more than enough of Ned Leeds' trespassing.

"But…" Ned tried but Martha Connors had slammed the door in his face. "That went well," he sighed to himself. A faint rumble sounded in the sky, accompanied by large storm clouds. "I guess I better get out of here before I get soaked."

Just as Ned was preparing to leave, a streak of lightning lit the sky and Ned seemed to spot something flying around. Another lightning strike lit the sky and this time, Ned saw the unmistakable image of Spider-Man approaching. The web slinger rounded the area and as quickly and as mysteriously as he appeared, disappeared into an alley. Why was Spider-Man here in the first place, this Ned wondered intently. He decided he wasn't going to pass up this chance to get a major league scoop, so Ned Leeds went down the same alley that Spider-Man disappeared into. No sooner had Ned vanished, a nearby manhole cover was pried open from below. Two menacing red eyes peered out into the street just as it started pouring. The Lizard climbed out of the manhole, moving unseen into the very same alley that Spider-Man and Ned Leeds had entered.

Martha Connors was, for lack of a better term, an emotional wreck. Since that fateful evening that her husband had come home looking like he did, Martha had been having nightmares. Granted, she did her best to mask the worry in her eyes from young Billy Connors, trying to stay strong for her son's sake and it worked. To a point at least. Ironically, Billy remained unusually calm, perhaps holding some faith that his father would come back home. Martha had to admire that, even though she was supposed to be the one to be strong. The spat with Ned Leeds just moments ago had only exasperated the situation further. Only the appearance of Billy was enough to calm her nerves, if at all.

"Mommy, when do you think daddy will come home?"

Martha knelt down beside her son, trying to keep herself from crying. "I don't know, honey. We'll just to wait and see if he does come home."

"But I miss him, mommy."

"So do I but we need to be strong for him," Martha encouraged. "We'll see him and we'll be a family again. I promise!"

Billy tried to smile even just a little bit and then his eyes lit up. "Mommy, it's him, he's here!"

"Who, Billy," a confused Martha wondered. "Is it daddy?"

"No, it's him!" Billy said again, pointing passed Martha's face.

Martha turned around, was startled and quickly pulled Billy close to her. It wasn't Connors but rather Spider-Man, descending from the ceiling upside down. "Get away!"

"Yep, I get that reaction a lot!" Spider-Man managed still to wisecrack at this bizarre moment.

"Stay away from us," Martha shouted, cradling Billy tightly. Spider-Man righted himself and tried to approach mother and son but Martha was hysterical. "Leave us alone!"

"Mrs. Connors, I'm not here to cause any trouble," Spider-Man assured. "I'm just looking for Dr. Connors. I need to know if he's tried to contact you recently."

"I don't know where he is, I swear," Martha replied, still hysterical. "I haven't seen Curt since…" Martha suddenly stammered and Spider-Man knew where this information was going.

"He's been here, hasn't he? When was the last time you saw him; like that?"

"About a week or so ago," Martha replied. "Curt had called me beforehand about staying late at the University but he wouldn't say why."

_I have a pretty good idea!_ Peter thought behind his mask.

Martha was now glaring at the web slinger with almost accusing eyes. "What're you going to do him?"

Spider-Man was about to answer but the words wouldn't come out. After a few moments, he finally replied, "I don't know. If I can't save him…"

"You're going to kill him, aren't you?" Martha accused Spider-Man, who was speechless at that point. Billy suddenly got loose and approached Spider-Man.

"You can save him, right Spider-Man," he asked. "I know my dad's still in there. You've gotta save him."

What could Spider-Man say now? For what it was worth, Peter Parker felt the same way after Uncle Ben died. Harry Osborn probably felt the same too after the loss of Norman Osborn. Spider-Man knelt down to Billy's eye level and was about to answer when his spider-sense went of the scale. A scream of terror was heard from outside the house in the storm, to which Spider-Man bounded out. He spotted a storm drenched Ned Leeds trying to crawl backward for the Lizard. Ned was trying to get away but the muddy ground made the attempt nearly impossible. The Lizard skulked closer to his prey until he was right on top of him and prepare to strike, but he was stopped by a thick thread of webbing from Spider-Man.

"Whoa, netted me a big one!"

The Lizard let out a hiss of anger before pulling hard on the web line, pulling Spider-Man along with it. Spider-Man quickly dodged a Lizard claw swipe, using his foe as a platform to leap away to a near wall. The Lizard picked up a nearby bicycle and heaved it directly at the web slinger, who again leaped away and dodged the makeshift weapon. Spider-Man fired a series of web lines, bounding the Lizard's arms to his body and muzzling his snout shut. After that, the web slinger landed front and center and tackled the Lizard to the mud. Spider-Man attempted to communicate with the monster, to try and reach the human scientist trapped within. The Lizard would have none of that, breaking the webbing retrains and wrestling Spider-Man to the ground. The Lizard swiped at Spider-Man's head but only grasped mud and grass, after which Spider-Man put his feet against the Lizard's chest and monkey flipped up and over. The Lizard flew threw air and heavy rain before slamming into wall, mere feet away from Martha and Billy. The Lizard started to get back up and snarled at Spider-Man. He was about to rush back in for more but the voice of his son, Curt Connors' son, stopped him dead in his track.

"Daddy, please stop it! Spider-Man just wants to help you."

The Lizard slowly inched his way to the mother and son, holding out a scaly hand. He uttered one, grotesque but heartfelt word; "Billy!"

The Curt Connors still inside the beast reached for his son until a thunderclap startled everyone, and the Lizard hissed before vanishing again into the shadows.

Spider-Man, his costume dirty from the mud approached Martha Connors. "Well that uh, that went well!" he managed to quip.

"Please, Spider-Man," Martha pleaded. "You've got to bring my husband, Billy's father, back. Please!"

"I'll do the best I can, Mrs. Connors," Spider-Man said, his determination slowly coming back. "You have my word," A rustling in the bushes started the three. "We're not alone! Stay here!"

Spider-Man fired a web line and swung to the source of the noise before spotting somebody running out down the alley. "Leeds!"

Ned Leeds was literally sprinted out of the alley into the street. He now knew the truth about the Lizard. "I can't believe it; that Lizard thing is Curt Connors. When I print this story, it's gonna be purity time."

As soon as Ned uttered those words, he was suddenly yanked up into the air. Ned found himself anchored to a street light via web line and Spider-Man was crouched on top of the post. "Relax, Leeds! That webbing will dissolve in an hour or so."

"You can't do this, Spider-Man," Ned protested, trying to get loose. "This isn't fair."

"I already have!" Spider-Man retorted.

"C'mon, you'd do the same thing were you in my position."

"That were you're wrong, Leeds," Spider-Man retorted again in a serious tone. "I wouldn't jeopardize another person's life for personal glory, and I'm not going to let you ruin Connors' life."

The web slinger reached into Ned jacket pocket and pulled out a note pad. Inside of it was details relating to the Lizard and Dr. Connors' family. Ned became frantic and tried to retrieve the note pad. "Hey, give that back!"

"Don't worry, Leeds! I'm not really stealing this," Spider-Man quipped. "Think of it as more like "borrowing." The hero's spider-sense went off, followed by a scream from the Connors' house.

Spider-Man swung off and left Ned Leeds hanging, more or less. "Are you going to come back?"

Spider-Man returned to the backyard of the house, finding Billy sobbing in the doorway. "Billy, what happened? Where's your mother?"

"Daddy came back and took her away," Billy said, trying and failing to keep from crying. He then pointed toward the center of the street to an uncovered manhole. "They went down that hole."

Spider-Man knelt beside Billy and told him, "Okay, I'm going to bring you to a neighbors' house and then I'm going after your parents."

"You'll bring them back right?" Billy asked.

Spider-Man was reluctant to say anything but quietly responded, "Yeah!"

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Mary Jane was still scalding herself after the choice of words she shared Peter earlier in the day. Sure, there was some semblance of truth behind them, but did Mary Jane really have any right saying anything about it? Through all the battles that Peter went through, against the likes of Green Goblin, Dr. Octopus and Venom, Peter always tried to save them in the end. In the end, every said villain died more or less by their own hand. Peter wanted in the worst way to save Dr. Connors any way he could. Mary Jane understood that, yet she still had the gall to say that Connors probably couldn't be saved. That issue notwithstanding, Mary Jane arrived at where she needed to be to meet with Roderick Kingsley. She found him leaning up against the wall, a cigarette in hand and the same ice cold expression he'd always given.

"I was concerned you wouldn't show up, Ms Watson."

"Well, trying to be devoted to Peter Parker can be a full time job on occasion." Mary Jane sarcastically said.

"So it would seem," said Kingsley. "Anyway, I have news in which you might be interested. Apparently, your previous exploits when you were on Broadway have caught the eye of several A-list producers."

Mary Jane was taken aback by what Kingsley was telling her. "Producers?! As in movies?"

"More or less," Roderick said, twirling the cigarette between his fingers. "Nothings been finalized as of yet but I assumed you'd want to be informed."

"That's great," Mary Jane said, still feeling somewhat stunned at this news. "I have to tell Peter about this. He's going be doing back flips."

"I'd expected you'd bring Parker up," said Kingsley. "There is a catch; if you were to agree to meet any of the producers, there's a chance you might have to leave New York. I would suggest you consider this and see me again afterwards."

Roderick Kingsley had said what he needed to say and was now on his way, leaving Mary Jane at her wits end. On the one hand, she had a major opportunity to branch out from modeling into movie stardom. On the other hand, Mary Jane would most likely have leave New York, meaning she'd have to leave Peter. Things were still mending between them. How could Mary Jane tell Peter about any of this if it had the potential to split apart? By no means did Mary Jane try to blame Roderick Kingsley. He was her boss after all, even though he gave her a constant bad vibe. The question was at the moment, what was Mary Jane going to do?

----------------------------------------------------

If the Lizard still had a human heart, it must've been aching with him knowing what he was doing. He had just abducted his, Connors' wife right in front of his own son and carried her down into the sewers. Martha Connors was still coherent for the moment. She was draped over the shoulders of her abductor, her own husband in a reptilian form. Martha pounded the Lizard's scaly hide, kicking her legs every which way trying to get free. None of that worked, so Martha tried talking, hoping to reach Curt if he was still in there, trapped.

"Curt, please let me go," she pleaded. "Where are you taking me?"

"Hush, Martha," the Lizard replied. "Everything will be alright. I am going make everything better."

Martha was still confused as to everything that was happening. "I don't understand!"

"You will soon. I promise."

The Lizard continued on down a dark tunnel with Martha Connors in tow. Where they were headed, only time could possibly tell.

* * *

Author's note: That ends chapter XI; we're nearing the end of Spider-Man 4. Don't forget to review.


	12. Conundrum

Disclaimer: We're almost at the home stretch for Spider-Man 4, kiddies! I don't own any of the characters. They belong to Marvel Comics. I'm just sayin'!

* * *

Chapter XII  
Conundrum

Spider-Man descended into a moderately wide open area of the sewer system, seeing no signs of the Lizard even though he'd gone down the same entrance. No spider-sense either! Spider-Man lowered further down before resting on a slightly rusted water pipe, but he didn't count on it being slippery and lost his foot. Spider-Man fell some seventeen feet before anchoring himself with a quick web line. He tried swinging toward a ledge but in going backward, the line snapped on another pine and sent Spider-Man careening back first into a wall. Ironically, Spider-Man crash landed on a ledge.

The web slinger slowly picked himself up to his knees. "Okay, I'm gonna pretend that didn't happen," The web slinger shook off the cobwebs (no pun intended) and scanned the area. "Now, if I were a giant reptile in a tattered lab coat taking a defenseless woman hostage, where would I go?"

Spider-Man continued to keep a sharp eye out for anything out of the ordinary. As if a giant, bipedal lizard wasn't extraordinary enough! The web slinger was startled by a scream from somewhere else, not far from his location. Spider-Man turned toward a grated tunnel directly behind him where the screaming came from. It had to be Martha Connors. Spider-Man acted on this, pulling the grate away and scrambling into the tunnel to the source of the noise.

"Gotta reach her fast," he exclaimed before the ground suddenly went down. Spider-Man had started sliding down the tunnel at break speed, his adhesive powers barely slowly his descent. "I didn't mean this fast! Oh, oh; TILT!"

Spider-Man slid all the way down the tunnel before crashing through grate and falling further down into another area of the sewer. Thinking quickly, he fired a web line to anchor himself and then another to swing toward the nearest wall. Spider-Man clung to the wall, which was rather slippery and made adhering to it difficult. It was a close call but Spider-Man managed to land on a new ledge, falling backward to the floor. It was times like that that Spider-Man actually missed the black suit. Okay, maybe not! Before he could make a move, Spider-Man felt something grasp his ankle from behind. He turned sharply and to his shock, a disheveled J. Jonah Jameson came into view inside a grated tunnel, equally shocked to see the web slinger.

"You again!" Jameson exclaimed.

Spider-Man crouched down until he was face to face with Jameson. "Jameson?! This _has_ been quite a day. We seriously gotta stop meeting like this; people are gonna start spreading rumors."

"Will you shut up and get me out of here," Jameson demanded. "Before that lunatic, Scorpion comes back!"

"I didn't hear a "please!" Spider-Man joked.

Jameson grinded his teeth, swallow whatever pride he had and growled, "Please!"

"There, was that so hard," Spider-Man exclaimed, grasping the bars of the grate. "I gotta tell ya, pickle puss, these bars _do not_ bring out your best side," In one fluid motion, Spider-Man ripped the out grate and pulled Jameson from his makeshift prison. "But then again, what does?"

The sound of a woman's struggling could be heard far below. Spider-Man and Jameson peered over the ledge and spotted the Lizard, with Martha Connors in tow. "Martha Connors," whispered a confused Jameson. "What does she have to do with any of this?"

"I could ask you the same," Spider-Man quipped before pushing Jameson back. "Stay here, flattop! This is my cue to enter the main event."

"Wait a minute; why should I stay up here when the action's down there?" Jameson asked.

Spider-Man pulled Jameson back to him and said, "I could always lower you down there; that way, you'll have a front row seat before becoming lizard kibble."

"You wouldn't dare!"

"You wanna try me? Just be a good little old geezer and stay here." Spider-Man let go of Jameson before scaling down the ledge onto the wall.

Jameson peered over the side, having one eyebrow raised. "Old geezer?!"

Martha Connors was set down gently to the floor, allowing the Lizard to stretch out his scaly form. Martha surveyed her surroundings, hoping to get an idea as to where her formally human husband had brought her. She knew she was brought into the sewers and judging by the wide open space, she assume they were beneath Time Square. The Lizard came back into view, cradling a blanket-covered object. Martha slowly backed away until her back was against the wall. The Lizard inched closer to woman until he was right on top her and stopped. Martha could swear she'd seen a glimmer of regret in the Lizards' eyes.

"Why did you bring me here, Curt?" Martha asked.

The Lizard cocked his head to one side. "So we can be together."

"I still love you, but you need help," Martha explained to the creature that was her husband. "We both know you can't live like this. Please, get help."

"Why," the Lizard wondered aloud. "I've never felt any better in my life. I'm stronger now than I've been as a weakling human. Now, it's your turn."

The Lizard lifted the blanket, uncovering the device he'd spent weeks building. "What…what is this thing, Curt?"

"Don't be afraid of your destiny, Martha. This device will transform you for the better," the Lizard exclaimed. "Never again will you need to suffer your fleshy prison. First, you will be changed and then, the entire city. Once I've connected my DNA re-sequencer to these conduits here, the energy will funnel into every inch of the city. Every single man, woman and child will be rid of their human traits and reborn anew."

Martha was shocked. The Curt Connors she knew would've never gone this far. "Curt, that's practically genocide. You be murdering everybody in New York."

"Just the human side," the Lizard tried to clarify to the woman. "Everyone will be changed into their true selves, as it was meant to be."

Throughout the exchange between human and reptile, Spider-Man quickly and quietly crawled down the wall opposite the Lizard. Martha stated, "Curt, you can't just play God like this. You have got to stop! This is insanity!"

"No, you are twisting things," the Lizard snarled in frustration. "This is all for the future of the true kings of the world. I vowed to rid the world of its most horrific disease, and I won't stop for anything."

"Not even for Billy?"

The Lizard was completely taken aback when Martha mentioned her son. "My…my son? I have a son."

Martha stood up to meet the Lizard face to face, tears in her eyes. "Yes, our human son, yours and mine. The little boy that want his father back; his real father, his human father. Do you really want Billy to look like you? Like this?"

For once, the Lizard was speechless, and Martha believed she was finally getting through to her husband. From his covert position, Spider-Man had been watching the ordeal without daring to move. Then his spider-sense went off. Wait a minute; since when did the web head get the tingles when the bad guy was right in front of him? Never, because the immediate danger was right behind him. Spider-Man didn't have any time to deduce the danger before he was slammed and hurled out of hiding. The web slinger careened into an overhead hanging pipeline, slammed hard onto a ledge and crashed to the ground directly in front of the Lizard. The all too familiar figure of Scorpion lurched into the area, his face barely human anymore.

"Look what I caught snooping around! Maybe if you weren't sniffing up the woman, you'd notice the little freak too."

The Lizard sneered at Scorpion with malcontent, while Spider-Man slowly picked himself up. "Hey, I resent that, Scorpie!"

The Lizard set down the machine before sinking to all fours and clawing towards Spider-Man. "Spider-Man, you will not get my way again."

That goes double for me, freak show!" Scorpion added, stalking around Spider-Man.

Spider-Man turned his head from side to side, knowing full well he was cornered. "Okay, I think I'm in big trouble!"

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Mary Jane had a lot on her mind as she sat at the local diner near her apartment, a cup of coffee on the table. According to Roderick Kingsley, several A-list producers had some movie offers for her. That was provided that Mary Jane was willing leave New York for them, as well as Peter. How could Mary Jane tell Peter anything? He'd already lost his parents, Uncle Ben and even Harry. Granted, Mary Jane wasn't dying per say, but Peter would've taken it hard nevertheless. On the other hand, the prospect of being a movie star would seem very difficult to pass up. Mary Jane felt deep down that Peter would understand if she left him behind. Like she'd told him, she didn't need Spider-Man to save her all the time. Maybe this was one of those times. Mary Jane took a tiny sip from her cup, continued to think it all through. She was almost oblivious to the presence of the attractive, young blonde girl entering the shop. The girl easily recognized the redhead and approached.

"Mary Jane!?"

Mary Jane looked toward the source of the voice, coming face to face with Gwen Stacy. "Gwen, I haven't seen you since the fashion show. Where've you been?"

Gwen didn't answer at first, as she couldn't come up with decent excuse. She finally answered, "I haven't been feeling well lately. Mind if I sit down?"

"Sure, go ahead!" Mary Jane said, letting Gwen sit in the seat opposite for her.

A waitress came over to Gwen. "Would you like anything to drink, sweetie?"

"Um, black, no sugar," Gwen requested, allowing the waitress to get the order set up. Gwen turned back to Mary Jane. "Actually, that's not the real story. It kind of has to do with Peter."

"Ah," Mary Jane said. "If it's about the incident at the Jazz Room…"

"It's not that, Mary Jane. I'm over what had happened the night," Gwen said, the waitress returning with her order. "It's just that at the fashion show, I just couldn't be around Peter. I couldn't dare act on my feelings."

Whoa, wait a second! Was Mary Jane hearing what she thought she was hearing? Gwen Stacy was actually admitting she had personally feelings for Peter Parker? Mary Jane's Peter Parker? Part of MJ actually wanted to pounce on Gwen, get into a cat fight that have them both ejected from the diner and fight more on the street. To her credit, Mary Jane retained her composer as Gwen Stacy continued.

"I'm sorry, Mary Jane! But I had to get this off my conscience. It's been eating me alive."

"I see," Mary Jane said. "Why come to me with this?"

"Because I felt you deserved to know truth," Gwen answered. "I love Peter, but I also know he's your guy and I don't want to get in the way of that. I just wanted you to know how I felt about him. For what it's worth, Peter's lucky to have you."

Mary Jane sat silent for a few moments. Finally, she said, "You know what, Gwen? I think we finally have something in common. Dare I say it; I think Peter would've been equally as lucky if it was you instead of me."

"You think so?" Gwen asked, smiling.

"Yeah, I think so."

Gwen's smile widened and she raised her cup. "In that case, here's to Peter Parker, for being the luckiest guy in the world."

Mary Jane raised her on cup, which and Gwen tapped together before taking a sip. It seemed that the ladies had finally come to an understanding. Gwen finished her coffee before Mary Jane did before she stood up from her seat. Setting aside a few dollars tip, Gwen got her stuff together was about head out of the diner. She stopped and turned back toward Mary Jane.

"Listen, I neglected to say this earlier, but I'm leaving New York with my family. My dad decided it was too dangerous to live here so we're moving to San Francisco."

"I'm sorry that you have to leave," Mary Jane said. "I hope you find what you're looking for, Gwen. I honestly do."

"Thank you, MJ," Gwen said, turning toward the door. She turned back to MJ. "Could you do something for me?"

"Sure, Gwen!"

"If you see Peter, tell him I said Thank You for all his help in school."

"I'll be sure he gets the message, Gwen," Mary Jane said. "You have my word on that."

"Thanks," Gwen said. "Take care of him, Mary Jane."

Gwen Stacy turned back again the door and disappeared. Mary Jane sat alone at the table. She felt as if a huge weight had been lifted from her weary shoulders. It seemed strange, but the conversation with Gwen might've helped Mary Jane make up her mind about a number of issues. Now, if only she could back in contact with Peter. Too bad Peter busy at that very moment. More like waist deep in trouble!

* * *

Author's note: Gettin' closer to da end. You know, what I just don't care about the reviews no more but you more than welcome to talk trash about the story.

Oh yeah, I wanna wish ya'll a very Happy New Year. It's 2009, baby!


	13. Triple Jeopardy

Disclaimer: _La, la, la, la, It's All Around the World, just la, la_… (looks at the screen) um, forget you ever read that. Spider-Man belongs to Marvel Comics.

* * *

Chapter XIII  
Triple Jeopardy

It wasn't the first time Spider-Man had to battle two villains simultaneously. But he had Harry Osborn backing him up against Sandman and Venom in the past. This time around was very different, as the web slinger had to face the Lizard and Scorpion on his own. No Harry! Could've been worse of course; Spider-Man could've been battling six villains all at once. That would've been a sinister ordeal; the web head definitely preferred one at a time.

Spider-Man clung to one of the many walls of the wide open area, joined a moment later by Scorpion. Scorpion whipped his cyber tail at Spider-Man, who acrobatically dodged and weaved out of harm's way. The web slinger shot a small glob of webbing right into Scorpion's grotesque face to blind him. Not a moment sooner, the Lizard tried in vain to ambush the hero. Spider-Man back flipped away from the Lizard, even leapfrogging over the blinded Scorpion. The Lizard lunged after Spider-Man, who attempted to web swing away but was caught by the reptile-theme villain. They started careening toward another wall, where Spider-Man managed to slam and sick the Lizard to that same wall in a web net. Spider-Man landed onto his foe.

The Lizard got his massive snout loose from the net and snarled at Spider-Man. The web head quipped, "Whoa, holy halitosis!" Spider-Man webbed up the Lizard's snout and turned to the floor below. He spotted Martha Connors inching toward the machine. "Mrs. Connors, stay away from that thing!"

Spider-Man shot out a web line and swung back down toward Martha and the machine. He didn't have time to react to another Scorpion assault, as the psychopath snagged the line and sliced through it with his razor bladed forearm. Scorpion tackled Spider-Man, the two careening toward the ground below. Spider-Man shifted his weight, forcing Scorpion to take the brunt of the fall, with Spider-Man standing on top of him. A rather humiliating moment for Scorpion! Scorpion whipped his tail at Spider-Man, who barely avoided the attack but was stunned by the Lizard from behind. Scorpion spotted Martha and snarled at her proximity to the machine.

"Get away from that, woman," he shouted. "I need that so I can go back to normal."

Scorpion skulked toward Martha with malcontent, until Spider-Man took him down hard. Scorpion wrapped him up with his tail and tossed him back, right into the waiting arms of the Lizard. The Lizard slammed Spider-Man down very hard, and then kicked him away to the center of the area. Spider-Man struggled to get back up to his vertical base; his suit tattered, covered in dried mud and ripped across the torso and left forearm. With effort, Spider-Man rose to his feet but was again surrounded by the Lizard and Scorpion on either side.

"Uh, didn't we get through this part already," he managed to say. "Tell you what, guys; how 'bout we settle this with nice game of poker?"

Scorpion impatiently snarled, "Don't you ever shut up?"

"Nope; besides, my suit is shredded."

This time it was the Lizard who spoke. "We can shred more than a suit!"

The villains charged at Spider-Man, who for some reason wasn't attempting to get clear. That was because he was waiting for just the right moment. His spider sense triggered and everything came down to a crawl. He could practically see everything within the 360 degree vision, right down to Scorpions' yellow pupils and the Lizard's slobber. The villains closed in and without a seconds' hesitation, Spider-Man fired a web line straight up to the ceiling and leaped clear. Scorpion and the Lizard butted heads and impacted the ground hard. Spider-Man clung to underside of a pipeline, looking down toward the villains.

"Now shouldn't ya'll have seen that coming?"

Scorpion got up to a knee, sneering at the Lizard. "Watch where you're going, scale brain!"

The Lizard rose up and went to all fours. "You're one to talk, you inept arachnid aberration."

"I got no idea what an "aberration" is, but I'm gonna make you regret calling me that." Scorpion shouted, one eye twitching.

Spider-Man interjected himself in the spat, from his underside perch. "Hello; I'm still here! Honestly, you creeps can be so rude sometimes."

The irate Scorpion aimed his tail at Spider-Man and let loose a laser shot, which the web slinger dodged. Spider-Man swung away from the action and then swung right back in, drop kicking Scorpion from behind and landing in from of the waiting Lizard. The Lizard, still in a bipedal stance, bounded toward Spider-Man. Scorpion got up and wildly whipped his tail at Spider-Man. Again, the web slinger dodged and the tail impacted the Lizard, throwing him back. Spider-Man shot a line at Scorpion, who pulled hard on the line and took Spider-Man with it. Thinking quickly, Spider-Man tried another drop kick but Scorpion thought one step ahead, catching Spider-Man and throwing him hard to the ground. Meanwhile, the Lizard started to get back up as he heard faint moaning. Upon turning toward the sound, the Lizard was horrified by the sight of Martha Connors on the ground, knocked out.

"Oh no," whispered the Lizard as he crawled toward the fallen woman. He cradled Martha in his arms. "What have I done? Martha, I'm so sorry! I didn't want this to happen." The Lizard held Martha tightly in remorse, and it seemed as if Curt Connors' humanity was shining through for the first time in ages. His torment was interrupted by Scorpion's ranting.

"Hey, scale brain, how 'bout a little help here? Quit cuddling the woman and help me finish this little bug."

Scorpion had Spider-Man pinned to the ground and gasping for air, having one foot over his throat. The Lizard meanwhile growled perversely, enraged at the lack of concern shown to Martha. He set Martha gently down and in a mighty bound, leaped back into the fray. Spider-Man saw the Lizard coming from one corner of his eyes. He thought this was the end and closed his eyes, only to be surprised when the Lizard tackled Scorpion hard to the ground. Spider-Man slowly rolled to his side holding his throat. He spotted the Lizard snapping wildly at a pinned down Scorpion, internally grateful that his own head was still attached. He was equally confused by the turn of events.

_Did I miss something? _thought the web slinger.

Spider-Man spotted Martha Connors still knocked out, along with the machine intact just several feet from her. The web slinger bounded for the machine, examining it design to hopefully figure out a use for it. Meanwhile, Scorpion barely managed to kick away the Lizard and caught Spider-Man with the machine. He attempted to get to the web head but the Lizard caught him, digging his teeth into Scorpion's ankle. The attack tripped Scorpion, allowing the Lizard to claw at his back. Scorpion drove his elbow hard into the Lizard's skull to force him off, but the Lizard was relentless, continuing his clawing frenzy. Finally, Scorpion wrapped his tail around the Lizard's torso and violently tossed him aside. Again, Scorpion made an attempt to get to Spider-Man, who appeared to doing who-knows-what with the machine.

"Get away from that!" Scorpion screamed. He made a move but was again taken down by the unrelenting Lizard.

Ignoring the chaos, Spider-Man continued his effort with the machine. After a few pain-staking minutes, he finished. "There we go; this should help, hopefully!"

Spider-Man picked up the machine, holding in his arms and took careful aim at the brawling Lizard and Scorpion. Who was he aiming for? Spider-Man couldn't get a clear shot at either of the two. He watched as Scorpion and the Lizard tore into each other. The Lizard clawed at Scorpion's armored suit, scratching the surface and tearing bits of mesh. Scorpion matched the assault, swinging both his razor blades and cyber tail madly. Spider-Man just couldn't pinpoint a target. After a few minutes of back and forth fighting, Scorpion regained the upper hand and took down the Lizard. He spotted Spider-Man holding the machine and lunged for him. Spider-Man shot a line straight in an attempt to get clear but Scorpion caught him with his tail, slamming him to the ground. The machine meanwhile, went flying through the air, coming to rest on an enlarge sewer drain. It was dangling and, worse than that, was charging. Worse still, it was aiming directly for Martha Connors, who was still knocked out. Spider-Man had to act quickly to get to Martha but Scorpion tripped him up with his tail, and then pouncing him from behind. Spider-Man webbed Scorpion in the face to blind him and kicked him off, then made a beeline for Martha. Out of the corner of his eyes, Spider-Man noticed the Lizard bolting past him, faster than even the web slinger expected. Time seemed to slow, and the machine fired a shot burst of energy. Before Spider-Man could act, the Lizard leaped and landed in front of Martha and directly in the path of the beam. The Lizard took the full force of the beam, while Spider-Man swung in and took Martha to safety.

Spider-Man landed several feet away from the chaos with Martha in tow, who regained consciousness. "Spider-Man?! Where's Curt? Where's my husband?"

Martha had her question answered by the blood curdling screams of the Lizard, caught in the full force of the beam from the machine. The Lizard trembled violently for what seemed like forever. Then, the beam dissipated. The Lizard slumped to one side, still trembling from the shock. He could be heard screaming, roaring in pain. Then, the inhuman screaming slowly became more human. Martha, Spider-Man and even Scorpion watched as the Lizard's monstrous form appeared to shrink. The grotesque scales, the elongated tail and the massive snout all vanished until all that remained was the familiar image of Curt Connors, sans his right arm as was before the whole ordeal. Scorpion in particular was overjoyed at the result. His joy turned to horror when he noticed the machine teetering dangerously from its resting place. It soon fell; Scorpion tried to catch the machine but was too late.

"NO," Scorpion protested, forced to watch the machine fall some 30 feet below before impacting the ground, completely shattering it. Scorpion shook his head in disbelief. "That was…my last chance."

Meanwhile, Martha unknowingly rushed to her fallen husband. "Curt, Curt! Please be alive. Please say something!"

After a brief but tense moment, Curt showed signs of life. "Something," he unintentionally quipped. Martha was so overjoyed that began to cry, and then Connors said, "Martha, I'm so sorry. I didn't ever want to hurt you."

"You didn't!"

Spider-Man interjected himself between the Connors spouses. "Um, now would be a good time to get somewhere safe." Spider-Man's spider-sense triggered, centering on an enraged Scorpion lunging for him. After being tackled hard, Spider-Man shouted, "Go!"

Martha helped Curt to his feet, his one arm slung over her shoulders. They ran as quickly as they could away from the chaos. They failed to notice J. Jonah Jameson skulking in the shadows, who was totally in the dark as to their involvement. He spotted Spider-Man and Scorpion slugging it out and, perhaps either bravely or foolishly, snicked further toward the fight.

Scorpion madly whipped his tail at Spider-Man, who kept dodging and weaving out of the way. This further infuriated Scorpion, who started slashing at the web slinger with his razor blades. Spider-Man dodged a delivered a strong back flip kick right on Scorpion's chin, dropping Scorpion to the ground. He used that same back flip to cling to the near wall, while Scorpion pounded the ground in frustration. He got up, aimed the tip of his tail and fire laser blasts one after another at Spider-Man. Spider-Man dodge the blasts almost effortlessly, further angering Scorpion.

"Get down here and fight me like a man." he shouted.

Spider-Man quipped back, "I don't suppose I can convince you to come up here and fight me like a spider?"

"You destroyed my last chance to be normal again," shouted Scorpion. "I'm stuck in this suit for the rest of my life because of you! Because of Jameson! Because of whole world hates me!"

"I'm sensing major league hostility," Spider-Man joked yet again. "Go with your feelings," Scorpion wildly whipped his tail, which Spider-Man dodged. "Sure, you've got a big cybernetic tail but you're no Doc Ock," Spider-Man dodged again and again, this time clinging to an opposite wall. "C'mon, Scorpie! You've had more shots at me than Rhino; and done just about as well!"

"SHUT UP!" Scorpion screamed and fired yet another blast that Spider-Man avoided.

Spider-Man fired a web line and swung right for Scorpion, his feet fully extended. He slammed the kick full force into Scorpion's chest. Scorpion went back first into the wall but had the wherewithal to trip Spider-Man with his tail. Spider-Man managed to avoid a straight thrust from that same weapon. Scorpion caught the web slinger and slammed into the wall, the ground and back again. Spider-Man used a new web line to yank himself right in Scorpion's face and punched wildly. Scorpion bear hugged him and drove into the wall before throwing him near the edge of platform. Spider-Man slowly picked himself up, noticing Scorpion skulking toward him.

"Yep, I'm really missing those skyscrapers right now." the web slinger said, noticing Scorpion standing directly over him.

Spider-Man tried to leap away but was grasped hard by Scorpion. They were face to face as Scorpion, with his teeth clenched, said, "I'm gonna break you in half!"

Spider-Man, struggling to get free, quipped, "Oh, yeah? It just so happens, I like starting the day with a warm hug." Who was the web head kidding? He felt himself fading, everything going black.

Scorpion squeezed Spider-Man tightly until the hero was nearly out of breath, until he felt a slight nudge. Scorpion dropped Spider-Man, turned and was shocked that Jameson of all people, tried to attack him. "You gotta have a death wish, old man! Why risk your puny ass to save his?"

Jameson pondered the question for a moment and finally said, "Because as bad as Spider-Man is, you're the greater threat to the city. God help me for saying this; he's the only one who can stop you."

Scorpion stalked Jameson. "So now you're taking the bug's side? Well, he can't stop me if I run him through first. And after I'm done with him, boss, I'm gonna take my time gutting you."

Before Scorpion could follow through on his threat, he was snagged by a large mound of webbing. Spider-Man pulled hard on the web line, but Scorpion pulled back even harder. Scorpion won the tug-a-war, and he swung Spider-Man in a full circle. Spider-Man was thrown over the side of the ledge but snagged Scorpion with a double web line, bringing him down as well. The rivals tumbled end over end, fighting to stay alive as they fell. The ground below was rapidly getting closer as the Spider-Man and Scorpion struggled against each other. Spider-Man fired a web line straight up. Scorpion made a grab the web slinger's head but Spider-Man was yanked clear at the last second. Spider-Man managed to onto the wall and save himself, but Scorpion wasn't so fortunate. The web head felt coolness on his face and realized that his mask had been removed. He gazed down toward the fallen Scorpion, who lay motionless and clutching the mask. Peter lowered himself to the fallen and broken villain. Scorpion gazed at Peter, blood spurting from his mouth. He had the mask in his hand, pressed against his chest.

Upon seeing the face of his foe, Scorpion faintly chuckled, "Peter Parker?"

Peter knelt beside Scorpion, and told him, "I'm sorry, Gargan."

Mac Gargan's breathing grew shallow, and he surprisingly joked, "I knew I never should've left Brooklyn."

Mac Gargan's head slumped to one side and he lay still, his eyes remaining open. Peter reached over and shut the eyes before removing the mask. Nothing more could be done.

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Author's note: Wow, I really burned the night oil on this one. Stay tuned for the final chapter followed by the cast. Read and Review ya crazy people; and I mean that real nice-like.


	14. New Beginnings

Disclaimer: This is it! The final closing chapter to SPIDER-MAN 4, and it was a blast writing it. You know what I'm gonna say around this time so lets just skip that part.

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Chapter XIV  
New Beginnings

The storm had passed no more than a few hours ago. Spider-Man, battered and bruised, his costume filthy and shredded, swung across the skyscrapers. He had Jameson underneath one arm, flailing wildly and complaining about God knows what. It was a miracle the old man didn't have a heart attack as they approached the storm drenched balcony of Jameson's penthouse. Spider-Man landed on the balcony, letting Jameson go and, unintentionally or not, causing him to tumble onto his rear. The web slinger was crouched on the ledge, watching Jameson get back to his feet only to fall back down.

"Well, let it not be known that J. Jonah Jameson wasn't light on his feet."

"Oh yeah, you're a real laugh riot!" Jameson said, now able to get up and keep his footing.

Spider-Man came into the balcony and held out his hand. "Thanks for backing me up, Jameson. I can only assume that things will be different between us now."

"Different? Not on your life," said the seemingly ungrateful Jameson. "This doesn't change a blasted between you and me. I'm not going to stop until you've been apprehended and thrown in a padded room with the other costumed crackpots."

Spider-Man lowered the gesture and chuckled, fully expecting Jameson's reaction. "Now that's the pickle puss I know and love. Just for the record, I'm not going to stop…" the web slinger pointed at Jameson's mustache. "…until you shave that stupid mustache. That should make us even."

As Spider-Man leapt back onto the ledge, preparing to leave, Jameson said, "For what it's worth…" Jameson couldn't say anything else, not without swallowing his pride.

Spider-Man knew what Jameson intended to, not say, and responded with, "You're welcome." With that, Spider-Man fired a web line and swung off into the distance.

Jameson watched the web slinger disappeared into the city light, and he muttered to himself, "Thank you, Spider-Man."

Spider-Man swung on to wherever the wind would've taken him. As he soared through the skyline, he just happened to pass by the Osborn estate house. Spider-Man landed on a building opposite from the house, removing his mask and looking on intently. It seemed like a lifetime since Harry died. Peter inwardly wondered and hoped that his childhood friend had found some semblance of peace, wherever he was. The same went for the late Norman Osborn, in spite of the actions of that man's treacherous alter ego. Peter quietly wished that both father and son rest in peace as he pulled his mask back on and swung off into the distance.

Never would he have known that within the house, someone was already inside searching for God knows what. They found what they were looking for; the heavily boarded remains of what used to be a full length mirror. The house's intruder tore off the boards one by one until all that remained was what appeared to an entranceway. The intruder entered, wondering what secrets the previous proprietor of the house had in store. They found what could be best described as the ruins of the Green Goblin's lair. It was an absolute mess; equipment and various weapons were strum across the floor. The intruder noticed a full body suit lying across a table, untouched but dusty as well as an enormous bat-shaped glider. Small, pumpkin-shaped orange spheres littered the floor. The intruder picked one up, examining its unique before spotting something far more intriguing. On another table rested an assortment of goblin masks; the original Green Goblin mask, the more conventional mask worn by the New Goblin and a bright orange and yellow mask. The intruder found that particular mask interesting as he picked it up and stared at it, the mask "staring" back with menacing blood red eyes.

"Very interesting," the intruder whispered, too low for anyone to have ever heard. "What more secrets do you have to be discovered, Norman Osborn? Or should I refer to you as Green Goblin?"

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The next day, J. Jonah Jameson made his triumphant return to the Daily Bugle. Well, sort of triumphant! Most of the staff was either too busy or too intimidated to greet the boss, save for Robbie, who had been holding the fort in Jameson's absence. In an uncharacteristic move that left Betty and Hoffman bewildered, Jonah tightly embraced Robbie. Even Robbie was taken aback by the actions of his boss. Across the room, Peter exited the elevator and even he was stunned by the sight. Jonah released his death grip on Robbie, who was almost speechless.

"Um, good to have you back, Jonah." Robbie finally said.

"It's good to be back, Robbie," Jonah said. He leaned in slightly and whispered, "About that whole Scorpion deal…"

"Don't worry," Robbie whispered back. "The paper's gonna cover it up. Just please don't that again."

Johan chuckled, and then turned toward those that happened to watching the whole thing. "WHAT'RE YOU ALL STARING AT? Get me some news worthy of a Bugle paper or you're all fired. Move it move it move it!"

Like sheep, the staff office went into the usual chaos. Peter moved through the crowd, hoping to greet his boss. "Welcome back, Mr. Jameson! Here're some new shots."

"Parker, where've you been," Jameson bellowed, yanking the photos from Peter. "Crap, bull crap, too pathetic to be crap…This'll do for now. Robbie, run that photo and Parker, bring me more photos next time."

"Yeah, sure. You can count on it." Peter said, all ready on in his way out.

"I mean in, kid," Jameson bellowed across the office. "I don't care if it's an old buzzard with giant wings or a blood sucking vampire; and maybe some more of Spider-Man."

Peter entered the elevator, and he couldn't smiling. "An old buzzard? A vampire? J.J. comes up with the strangest ideas."

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Curt Connors was feeling much better, considering he'd been trapped in a lizard body bent on proverbial world conquest. Had in not been for the timing assist of Spider-Man, and more importantly, Martha, Curt would be around anymore. He was resting comfortably in a hospital bed, conscience and with Martha and Billy at his bedside. While it was a shame that his was still missing an arm, Curt couldn't be happier to human. It was with his only arm that Curt arm wrestled with Billy, with Martha watching with delight.

"I think you're going to beat your old man, son." Curt said joyfully.

"C'mon, dad, at least try to fight back." Billy said.

Curt just laughed it off when a slight breeze entered the room. The family gazed toward the window to find Spider-Man gazing back while upside down. Curt turned to Martha and said, "Could you two give us a moment?"

Martha took Billy, telling Curt, "Sure, honey. C'mon Billy, let give them some a minute."

Spider-Man came into the room, smiling slightly beneath his mask. "How're you feeling, Doc?"

Curt answered, "A little worn, but the doctors say I'll make a full recovery."

"That good news," Spider-Man said. Then he asked, "How much do you remember…from being the Lizard?

Curt was silent for a long moment. He finally and solemnly answered, "Everything! I've done so many terrible things. I'm not sure if I'll ever get over it."

"We'll all have to take the guilt trip sooner or later," Spider-Man said. "That's what makes us human, Doc. But I know this; everybody deserves a chance at redemption."

"I know. I swear to you, Spider-Man," Curt said. "I repay you someday for helping me. I own you that much," Curt held out his one arm and Spider-Man shook it in a gesture of friendship. "Thank you, for bringing back to my family."

"You don't have to thank me, Doc," Spider-Man said, walking back toward the window. He turned back to Curt and said, "It's why I'm here. Be well, Dr. Connors."

With that, Spider-Man leaped out of the window and into the city. Curt put his head back onto the pillow, sighing. As far as Curt Connors was concerned, he did indeed owe Spider-Man for saving his life. One day, one way or another, Curt Connors was going to make good on his promise.

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Later that day, Peter lay in his still rickety bed with his hands behind his head at his equally rickety apartment. Not much he could do about that, but at least Mr. Ditckovitch wasn't hounding him about the rent. His mind processed the goings on of the past twenty hours like a highlight reel; Dr. Connors was saved, Scorpion was dead and J. Jonah Jameson was probably writing some nasty editorial about Spider-Man. Well, it was all in a days' work for the web slinger. But what about Mary Jane? Peter hadn't seen her since her last visit and it weighted heavy on his mind. As if on cue, a knock came on the door. Peter looked and saw the familiar shape of a beautiful redhead standing on the other side. The door opened and Mary Jane entered smiling, both surprised and unsurprised that the door actually opened without problems.

"I see you finally got this thing fixed." she commented.

"I had some help," Peter said as he got up from the bed. "I haven't seen you around lately. I got a little worried that you were avoiding me."

Mary Jane shook her head lightly. "It'd be hard for me to avoid someone I love. I've had a lot of decisions to make lately. On me, on my career and most importantly, on you."

"What kind of decisions?" Peter asked.

"Well, according to my boss, it seems Hollywood came calling," Mary Jane told Peter. "Some A-list producers caught my previous Broadway exploits and were interested in signing me."

Peter's eyes widened like saucers. "That great news!"

"There was a catch," Mary Jane said solemnly. "I would've had to leave New York to meet, meaning I would've had to leave you."

"Oh," Peter muttered. "Well, it is your career. Whatever you decide, I'm with all the way."

"I know that, that's why I didn't take the offer," Mary Jane approached a stunned Peter. She threw her arms over his shoulders. "I just couldn't imagine living without you. I love you, Peter Parker." Mary Jane leaned in for a kiss to Peter, who returned the kiss. After a moment, they broke their kiss and Mary Jane asked, "Wasn't there something you wanted to ask me?"

Peter was speechless, but he knew what Mary Jane meant by her question and smiled like a Cheshire cat. "I guess now is as good a time as any," Peter reached into his back pants pocket, pulling out the ring Aunt May had given him. He'd had it there the entire time. Peter got down to a knee, slipping the ring onto Mary Jane's finger. "Mary Jane Watson; will you marry me?"

Mary Jane smiled while fighting back the tears welling up in her eyes. She finally said, "Yes!" She and Peter locked in an embrace, after which Mary Jane said, "Now that we have that out of the way, how about you and I go for a ride around town."

"I'll get my bike." Peter said, smiling.

Mary Jane shook her head, telling Peter, "That's not quite what I had in mind."

"Oh!" a half clueless Peter said. Now he knew what Mary Jane met, so he pulled on his Spider-Man costume, except for the mask which he stuff into the lower portion of his costume. Once fully dressed, Peter held his hand to Mary Jane. "Shall we, madam?"

Mary Jane took Peter's hand, saying, "We shall!"

Mary Jane wrapped her arms around Peter, who in turn wrapped one arm around her. "Ready, Mary Jane?"

"Yep," said Mary Jane said, giving Peter a light smooch on the cheek, to which he smiled. Then Mary Jane poked Peter with her finger and declared, "Face it, Tiger, you just hit the jackpot!"

Peter fired a web line and with Mary Jane in tow, swung off into the city skyline. Mary Jane laughed in delight, enjoying the wind brushing through her hair. Peter was enjoying it just as much. While the couple knew they were set to face the uncertain future together, it was the farthest thing from their minds at the moment. As they swung across the city together, all that mattered to them was the here and now.

THE END

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Author's note: So ends SPIDER-MAN 4! Thank God because it took longer that I'd thought. Anyways, read and review at any given time you wish. Stay tuned for the cast listing and ending song.

For those of you who are confused about the part with Goblin's lair, you better do the research and use your imagination. You'll probably see where I'm going with it.

This is KiloWhiskeyOscar saying, Peace Out, kids!


	15. Cast of SPIDERMAN 4

Disclaimer: This is the official cast listing of the Spider-Man 4 fanfic, along with the ending song "Fly" by Jet Black Stare. I do not own anything whatsoever. Lyrics will appear as _"Italic"_  


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CAST

Spider-Man/Peter Parker------------------------------------Tobey Maguire

_Sirens sound and the rain coming down on my head_

Mary Jane Watson--------------------------------------------Kirsten Dunst

_Blaming a town that has left me down and I breathe again_

J. Jonah Jameson---------------------------------------------J.K. Simmons

_Does anybody care where I've been, where I seem to go now_

May Parker-------------------------------------------------Rosemary Harris

_Does anybody care anymore?_

The Lizard/Dr. Curt Connors---------------------------------Dylan Baker

_And if I could fly then I'd fly away from here_

Scorpion/Mac Gargan-------------------------------------------Josh Brolin

_And if I could rise then I would fly away from all the things I fear_

Betty Brant-------------------------------------------------Elizabeth Banks

_Tell me, where should I go?_

Joseph "Robbie" Robertson-------------------------------------Bill Nunn

_Can anyone show me how…how I can fly away from here?_

Martha Connors----------------------------------------------------Sela Ward

Gwen Stacy------------------------------------------Bryce Dallas Howard

_When this temptation turns into my only friend_

Capt. George Stacy---------------------------------------James Cromwell

_Lookin' for someone to help me start over again_

Ned Leeds----------------------------------------------------Sebastian Stan

_Does anybody care where I've been, where I seem to go now_

Roderick Kingsley----------------------------------------------Sean Bean

_Does anybody care anymore?_

Rhino-----------------------------------------------------------Vinnie Jones

Green Goblin/Norman Osborn----------------------------Willam Defoe

_And if I could fly then I'd fly away from here_

New Goblin/Harry Osborn----------------------------------James Franco

_And if I could rise then I would fly away from all the things I fear_

Doctor Octopus/Otto Octavious---------------------------Alfred Molina

_Tell me, where should I go?_

Sandman/Flint Marko--------------------------Thomas Hayden Church

_Can anyone show me how…how I can fly away from here?_

Venom/Eddie Brock Jr.-------------------------------------Topher Grace

_Come with me, I don't wanna leave you here alone_

Hoffman---------------------------------------------------------Ted Raimi

_And I see, I see a better place_

Cab Driver-----------------------------------------------Bruce Campbell

Dr. Stillwell----------------------------------------------Jeffery Tambor

_And we can end this pain, change this life, I can't stand for one more moment_

_Leave with me tonight_

Old Man in cab-------------------------------------------------Stan Lee

_And if I could fly then I'd fly away from here_

_And if I could rise then I would fly away from all the things I fear_

_Tell me, where should I go?_

_Can anyone show me how…how I can fly away from here?_

_

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_Author's note: That's it for Spider-Man 4. Thanks for reading and don't forget to review. This is KiloWhiskeyOscar signing off. And I'm out!


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